Terms Of Service
1. WORK AND PAYMENT.
1.1 Project. The Client is hiring the Contractor to do the following: The contractor will generate leads with relevant prospects.
1.2 Schedule. The Contractor will begin work within 48 hours of payment being made or within 48 hours of the set up call being completed, whichever is later. The work is ongoing. This Contract can be ended by either Client or Contractor with 7 days notice, pursuant to the terms of Section 6, Term and Termination.
1.3 Pricing. The Client will pay the Contractor per lead generated by the contractor.
1.3.1 Number Of Leads. The number of leads generated can vary, depending on campaign performance. In your first 4 weeks, you pay for 5 leads per week. If we generate more than 5 per week, we will charge you for extra leads at the end of week 4. If we deliver less than 20 leads in your first 4 weeks and we do not believe we can achieve an average of 5+ leads per week, we will refund you for any undelivered leads. If we believe your campaign is building momentum and will soon achieve an average of 5+ leads per week, we will give you the option to continue your campaign.
1.3.2 Minimum Term. We have a minimum term of 4 weeks.
1.4 Definition Of A Lead. A lead is defined as someone who was in the target market chosen by the client on the set up call, responds positively to the outreach campaign and has the potential to go onto become a client, as determined by your campaign manager. Typical responses include people who want to book a call with you, people who have questions for you, people who insinuate that they might be interested at a later date and people that refer you to the best person at their company to speak to. You will also get lots of prospects click on the link to your website. On average, one in ten clicks results in a lead.
1.5 Payment. You will be required to pay a weekly retainer. For latest pricing, please refer to our homepage. The weekly retainer is for 5 leads per week. If your campaign generates more than 5 leads per week, you will be charged for any extra leads every 4 weeks.
.6 Support. The Contractor will not provide support for any deliverable once the Client accepts it, unless otherwise agreed in writing.
2.1 All payments are non-refundable unless otherwise agreed in writing. If the contractor is unable to deliver the paid for leads, the contractor agrees to refund any unused credit.
3. Blacklisted Domains.
3.1 We cannot be held responsible if your domain has previously been blacklisted for sending spam. If your domain has previously been blacklisted, the refund guarantee is voided. Should this happen, we will know within 14 days of starting the campaign. If this happens, you will have the option to either continue the campaign with a new domain or cancel the campaign. No refunds will be given in the case of early cancellation. If you choose to use a new domain, we will need to build and warm-up a new domain for you to send emails from. This will incur a fee of $100, payable by the client.
Until this Contract ends, the Contractor won’t: (a) encourage Client employees or service providers to stop working for the Client; (b) encourage Client customers or clients to stop doing business with the Client; or (c) hire anyone who worked for the Client over the 12-month period before the Contract ended. The one exception is if the Contractor puts out a general ad and someone who happened to work for the Client responds. In that case, the Contractor may hire that candidate. The Contractor promises that it won’t do anything in this paragraph on behalf of itself or a third party.
5.1 Overview. This section contains important promises between the parties.
5.2 Authority To Sign. Each party promises to the other party that it has the authority to enter into this Contract and to perform all of its obligations under this Contract.
5.3 Contractor Has Right To Give Client Work Product. The Contractor promises that it owns the work product, that the Contractor is able to give the work product to the Client, and that no other party will claim that it owns the work product. In this case, the work product refers to the sales meetings and the data generated during the process of booking them. If the Contractor uses employees or subcontractors, the Contractor also promises that these employees and subcontractors have signed contracts with the Contractor giving the Contractor any rights that the employees or subcontractors have related to the Contractor's background IP and work product.
5.4 Contractor Will Comply With Laws. The Contractor promises that the manner it does this job, its work product, and any background IP it uses comply with all applicable laws and regulations in the territories relevant to the provision or receipt of the services under this contract.
5.5 Work Product Does Not Infringe. The Contractor promises that its work product does not and will not infringe on someone else’s intellectual property rights, that the Contractor has the right to let the Client use the background IP, and that this Contract does not and will not violate any contract that the Contractor has entered into or will enter into with someone else.
5.6 Client Will Review Work. The Client promises to review the work product, to be reasonably available to the Contractor if the Contractor has questions regarding this project, and to provide timely feedback and decisions.
5.7 Client-Supplied Material Does Not Infringe. If the Client provides the Contractor with material to incorporate into the work product, the Client promises that this material does not infringe on someone else’s intellectual property rights.
5.8 Service Standard. The Contractor will perform its work under this contract with all due skill, care and ability.
6. TERM AND TERMINATION.
6.1 Term and Termination. This Contract is ongoing, until ended by the Client or the Contractor. Either party may end this Contract for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Contract and that the Contract will end in 7 days. The Contract officially ends once that time has passed. The party that is ending the Contract must provide notice by taking the steps explained in Section 11.4. The Client will pay the Contractor for the work done up until when the Contract ends and will reimburse the Contractor for any agreed-upon, non-cancellable expenses. The following sections don’t end even after the Contract ends: 2 (Ownership and Licenses); 3 (Competitive Engagements); 4 (Non-Solicitation); 5 (Representations); 8 (Confidential Information); 9 (Limitation of Liability); 10 (Indemnity); and 11 (General).
6.2 Additional Termination Right. Either party may terminate this contract on written notice to the other party, if the other party is in material breach of any of the terms of this contract, and fails to remedy that material breach within 7 days after receiving a written notice from the first party requiring it to do so.
7. INDEPENDENT CONTRACTOR.
The Client is hiring the Contractor as an independent contractor. The following statements accurately reflect their relationship:
The Contractor will use its own equipment, tools, and material to do the work.
The Client will not control how the job is performed on a day-to-day basis. Rather, the Contractor is responsible for determining when, where, and how it will carry out the work.
The Client will provide the Contractor with necessary marketing materials to be used in the outreach campaigns
The Client and the Contractor do not have a partnership, principal-agent or employer-employee relationship.
The Contractor cannot enter into contracts, make promises, or act on behalf of the Client.
The Contractor is not entitled to the Client’s benefits (e.g., group insurance, retirement benefits, retirement plans, vacation days).
The Contractor is responsible for its own taxes.
The Client will not withhold social security national insurance contributions or make payments for disability insurance, unemployment insurance, workers compensation or any similar compensation/insurance for the Contractor or any of the Contractor's employees or subcontractors.
8. CONFIDENTIAL INFORMATION.
8.1 Overview. This Contract imposes special restrictions on how the Client and the Contractor must handle confidential information. These obligations are explained in this section.
8.2 The Client’s Confidential Information. While working for the Client, the Contractor may come across, or be given, Client information that is confidential. This is information like customer lists, business strategies, research & development notes, statistics about a website, and other information that is private. The Contractor promises to treat this information as if it is the Contractor's own confidential information. The Contractor may use this information to do its job under this Contract, but not for anything else. For example, if the Client lets the Contractor use a customer list to send out a newsletter, the Contractor cannot use those email addresses for any other purpose. The one exception to this is if the Client gives the Contractor written permission to use the information for another purpose, the Contractor may use the information for that purpose, as well. When this Contract ends, the Contractor must give back or destroy all confidential information, and confirm that it has done so. The Contractor promises that it will not share confidential information with a third party, unless the Client gives the Contractor written permission first. The Contractor must continue to follow these obligations, even after the Contract ends. The Contractor's responsibilities only stop if the Contractor can show any of the following: (i) that the information was already public when the Contractor came across it; (ii) the information became public after the Contractor came across it, but not because of anything the Contractor did or didn’t do; (iii) the Contractor already knew the information when the Contractor came across it and the Contractor didn’t have any obligation to keep it secret; (iv) a third party provided the Contractor with the information without requiring that the Contractor keep it a secret; or (v) the Contractor created the information on its own, without using anything belonging to the Client.
8.3 Third-Party Confidential Information. It’s possible the Client and the Contractor each have access to confidential information that belongs to third parties. The Client and the Contractor each promise that it will not share with the other party confidential information that belongs to third parties, unless it is allowed to do so. If the Client or the Contractor is allowed to share confidential information with the other party and does so, the sharing party promises to tell the other party in writing of any special restrictions regarding that information.
8.4 Data Protection. Each party shall comply with its relevant obligations under the Data Protection Act 1998, GDPR and associated codes of practice when processing personal data in connection with this contract.
9. LIMITATION OF LIABILITY.
Nothing in this contract shall limit or exclude the liability of either party for death or personal injury caused by the negligence of that party or for fraud. Each party’s aggregate liability to the other party under or in connection with this contract shall not exceed the total fee paid or payable to the Contractor under this Contract, provided that each party’s liability under Section 2 (Ownership and Licenses) and Section 8 (Confidentiality and Data Protection) shall be unlimited. In addition, neither party shall be liable to the other for any loss of profits, business revenue, goodwill or anticipated savings or for any indirect or consequential loss.
10.1 Overview. This section transfers certain risks between the parties if a third party sues or goes after the Client or the Contractor or both. For example, if the Client gets sued for something that the Contractor did, then the Client may require the Contractor to help in its defense and/or to reimburse the Client for any losses.
10.2 Client Indemnity. In this Contract, the Contractor agrees to indemnify the Client (and its affiliates and its and their directors, officers, employees, and agents) from and against all liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of: (i) the work the Contractor has done under this Contract; (ii) a breach by the Contractor of its obligations under this Contract; or (iii) a breach by the Contractor of the promises it is making in Section 5 (Representations).
10.3 Contractor Indemnity. In this Contract, the Client agrees to indemnify the Contractor (and its affiliates and its and their directors, officers, employees, and agents) from and against liabilities, losses, damages, and expenses (including reasonable attorneys’ fees) related to a third-party claim or proceeding arising out of a breach by the Client of its obligations under this Contract.
10.4 Conduct of Claims. In respect of any indemnity claim pursuant to this Section, the indemnified party shall: (i) promptly notify the indemnifying party of the relevant claim; (ii) not make any admission or otherwise compromise or settle the claim; and (iii) provide the indemnifying party with all such assistance as the indemnifying party may reasonably require in respect of the claim.
11.1 Assignment. This Contract applies only to the Client and the Contractor. The Contractor cannot assign its rights or delegate its obligations under this Contract to a third-party (other than by will or intestate), without first receiving the Client’s written permission. In contrast, the Client may assign its rights and delegate its obligations under this Contract without the Contractor's permission. This is necessary in case, for example, another Client buys out the Client or if the Client decides to sell the work product that results from this Contract.
11.2 Mediation. If a dispute arises about this contract, the parties first must try to settle it through mediation. The parties will agree to the mediator and the client will be responsible for the cost of the mediation. Each party agrees to cooperate with the mediator and to try to reach a mutually satisfactory compromise. If the dispute is not resolved in 30 days after one party notifies the other in writing of its desire for mediation, either party may take the matter to court.
11.3 Modification; Waiver. To change anything in this Contract, the Client and the Contractor must agree to that change in writing and sign a document showing their contract. Neither party can waive its rights under this Contract or release the other party from its obligations under this Contract, unless the waiving party acknowledges it is doing so in writing and signs a document that says so.
(a) Over the course of this Contract, one party may need to send a notice to the other party. For the notice to be valid, it must be in writing and delivered in one of the following ways: personal delivery, email, or certified or registered mail (postage prepaid, return receipt requested).
11.5 Severability. This section deals with what happens if a portion of the Contract is found to be unenforceable. If that’s the case, the unenforceable portion will be changed to the minimum extent necessary to make it enforceable, unless that change is not permitted by law, in which case the portion will be disregarded. If any portion of the Contract is changed or disregarded because it is unenforceable, the rest of the Contract is still enforceable.
11.6 Third Party Rights. A person who is not a party to this contract shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this contract.
11.7 Signatures. The Client and the Contractor must sign this document using an online signing service. These electronic signatures count as originals for all purposes.
11.8 Governing Law. The laws of England and Wales govern the rights and obligations of the Client and the Contractor (both contractual and non-contractual) under this Contract, without regard to conflict of law principles. The courts of England and Wales shall have exclusive jurisdiction in determining any dispute (whether contractual or non-contractual) under or in connection with this contract.
11.9 Entire Contract. This Contract represents the parties’ final and complete understanding of this job and the subject matter discussed in this Contract. This Contract supersedes all other contracts (both written and oral) between the parties. Nothing in this paragraph excludes either party’s liability for fraud.
Pipeline+, a trading name of Linked Hacker Ltd
Company number: 11304471
VAT Number: 294592752