This Consulting Agreement (“Agreement”) outlines the terms and conditions governing the consulting services provided by Digital Rugby, a brand operated by 1 Point 3 Creative Ltd (“Consultant”), with an operational address at 24 Regent Place, Rugby, CV21 2PN, United Kingdom, to the Client.
By accepting a Quotation or Client Order, the Client agrees to be bound by this Agreement, including the scope of services specified in the Quotation or Client Order. This Agreement is applicable as of the date of the Quotation or Client Order.
1. Scope of Services
1.1 Consultant agrees to provide consulting services as described in Schedule A (“Services”).
1.2 The Services may include but are not limited to:
- Digital marketing strategies,
- Web development and hosting consultancy,
- AI-driven solutions for operational efficiency,
- Branding and creative strategy,
- CRM implementation guidance,
- Content creation and social media management.
1.3 The Consultant will provide the Services in accordance with industry standards and best practices.
2. Term
2.1 This Agreement remains effective until the completion of the Services or termination by either Party as outlined in Section 8.
2.2 If ongoing services are required, this Agreement will automatically renew for successive [term] periods unless either Party provides written notice of termination at least 30 days before the end of the current term.
3. Compensation
3.1 The Client agrees to pay the Consultant fees as set forth in Schedule B.
3.2 Payment terms are as follows:
- A 30% deposit is required before any work begins.
- The remaining balance will be paid in three installments:
- 30% at the halfway point of the project,
- 30% upon substantial completion,
- 10% upon final delivery and acceptance of the work.
- For monthly services (e.g., social media marketing), the Client agrees to pay a monthly fee of [amount] for a minimum term of [duration]. Payments will be invoiced monthly in advance.
3.3 Payments are due within 14 days of the invoice date.
3.4 Late payments will incur a 1.5% interest charge per month on the outstanding amount.
4. Client Responsibilities
4.1 The Client agrees to:
- Provide access to relevant data, systems, and personnel necessary for the Consultant to perform the Services.
- Respond to queries and provide approvals promptly to avoid delays.
4.2 The Client warrants that all information provided to the Consultant is accurate and complete.
5. Confidentiality
5.1 Both Parties agree to maintain the confidentiality of all proprietary or sensitive information disclosed during the term of this Agreement.
5.2 Confidential information does not include information that:
- Is publicly available at the time of disclosure;
- Becomes publicly available through no fault of the receiving Party;
- Is independently developed by the receiving Party.
5.3 This clause survives the termination of this Agreement.
6. Intellectual Property
6.1 All work products created by the Consultant during the term of this Agreement shall be owned by the Client upon full payment of fees.
6.2 The Consultant retains the right to use general knowledge, methodologies, and techniques developed or used during the performance of the Services.
7. Liability and Indemnification
7.1 The Consultant’s liability for any claims arising from this Agreement is limited to the fees paid by the Client in the 12 months preceding the claim.
7.2 The Client agrees to indemnify and hold harmless the Consultant from any claims, damages, or liabilities arising from:
- The Client’s breach of this Agreement;
- The Client’s use of the deliverables.
8. Termination
8.1 Either Party may terminate this Agreement:
- Upon 30 days’ written notice to the other Party;
- Immediately, if the other Party breaches any material term of this Agreement and fails to remedy the breach within 14 days of notice.
8.2 Upon termination, the Consultant will:
- Cease all work on the project;
- Deliver any completed work products upon full payment of outstanding fees.
8.3 The Client will:
- Pay for all Services rendered up to the termination date.
9. Dispute Resolution
9.1 The Parties agree to resolve disputes amicably through negotiation.
9.2 If negotiation fails, disputes shall be resolved through mediation in accordance with the rules of [Insert Mediation Institution].
9.3 Any unresolved disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
10. Governing Law
This Agreement is governed by and construed in accordance with the laws of England and Wales.
11. General Provisions
11.1 This Agreement constitutes the entire agreement between the Parties and supersedes all prior agreements or understandings.
11.2 Amendments to this Agreement must be made in writing and signed by both Parties.
11.3 If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in effect.
12. Notices
All notices under this Agreement must be in writing and delivered to:
- Digital Rugby: 24 Regent Place, Rugby, CV21 2PN, United Kingdom
Schedule A: Scope of Services
The scope of services will be detailed in the Quotation or Client Order accepted by the Client, which forms part of this Agreement.
Schedule B: Fees and Payment Terms
- 30% deposit prior to commencement of work.
- 30% halfway through the project.
- 30% upon substantial completion.
- 10% upon final delivery and acceptance.
- For monthly services: [Specify amount], billed monthly in advance for a term of [duration].
