CLIENT TERMS & SERVICE AGREEMENT

Social Pixel Marketing Ltd (trading as Swiftly Sold)

1. PARTIES

This Agreement is entered into between:

Social Pixel Marketing Ltd
Company Number: 15497740
Registered Address: 22 Dandelion Green, Worsley, Greater Manchester, United Kingdom
Trading as: Swiftly Sold
Email: [email protected]

(“we”, “us”, “our”, or “Service Provider”)

and

The Client
(“you”, “your”, or “Client”)

2. AGREEMENT STRUCTURE

These Client Terms, together with any proposal, invoice, order form, statement of work or written agreement issued by Social Pixel Marketing Ltd (each a “Service Agreement”), form the entire agreement between the parties (“Agreement”).

You will be taken to have accepted this Agreement if you accept a Service Agreement, or if you order, accept, pay for, or receive any Services after receiving or becoming aware of these Client Terms.

If there is any inconsistency:

Any “Special Conditions” set out in a Service Agreement will prevail over these Client Terms to the extent of the inconsistency; otherwise

These Client Terms prevail.

3. SERVICES

3.1 Scope of Services

In consideration for the payment of the fees set out in the relevant Service Agreement (“Fees”), we will provide the services set out in that Service Agreement (“Services”). Services may include, without limitation:

Property seller lead generation

Digital marketing and advertising campaign management

Landing pages, forms, surveys and automation

Lead qualification, verification (where applicable) and delivery

3.2 Work Commencement & Withholding

Unless otherwise agreed in writing, we may:

Not commence work until any Fees or deposits due are paid; and

Withhold Services and/or Lead delivery until invoices (including prior invoices) are paid.

3.3 No Professional Advice

All information provided as part of the Services is general information and is based on information you provide to us. We are not financial advisers, lawyers or taxation agents. Nothing in the Services constitutes professional advice and should not be relied upon as such. You should obtain independent legal, financial or professional advice before relying on the Services.

3.4 No Guarantee of Results

We do not guarantee any particular outcome, including but not limited to property sales, completed transactions, revenue, profit, conversion rates, offer acceptance or business growth. Marketing results depend on factors outside our control.

4. LEADS & DEFINITIONS

For the purposes of this Agreement:

Lead: An individual who has submitted contact details (such as name, phone number and/or email) through our systems.

Qualified Lead: A Lead who has completed the required form or survey fields as defined in the Service Agreement.

Verified Lead: A Lead whose contact details have been checked using third-party validation software (where applicable).

Uncontactable Lead: A Lead who cannot be contacted after reasonable attempts via phone, SMS and email.

A Lead being unmotivated, changing their mind, declining an offer, not meeting your preferred criteria or choosing another provider does not make that Lead invalid.

5. LEAD GUARANTEE (IF APPLICABLE)

Any lead quantity guarantee only applies where it is explicitly stated in writing within a Service Agreement (“Guarantee”).

Where a Guarantee applies, lead delivery is measured over up to 90 days from the invoice date unless otherwise stated.

5.1 Eligibility Requirements

To be eligible for any Guarantee, you must:

Attend any required service calls or meetings (if applicable);

Respond promptly to Leads and follow up consistently;

Implement reasonable recommendations relating to lead handling and follow-up;

Notify us promptly of any issues affecting lead delivery or contact; and

Maintain basic records of contact attempts and outcomes.

5.2 Invalid Lead Returns

Where permitted, invalid leads must be submitted through our returns process within 48 hours of delivery and must include:

Lead details;

Reason for return; and

Evidence of reasonable contact attempts.

5.3 Guarantee Void

Any Guarantee is void if:

Campaigns are paused, delayed or cancelled by you;

Invoices are unpaid or overdue; or

Minimum order volumes or other conditions are not met.

6. CLIENT OBLIGATIONS

6.1 Information & Cooperation

You must provide accurate, complete and up-to-date information reasonably required for us to provide the Services and cooperate with us as reasonably requested.

6.2 Compliance with Laws

You warrant that you will comply with all applicable laws and regulations, including GDPR, UK privacy laws, PECR and relevant advertising regulations. You must not use the Services or Leads for unlawful or unethical purposes.

6.3 Lead Handling

You are responsible for your own sales process, scripts, compliance and communications with Leads. You must not misrepresent Social Pixel Marketing Ltd or Swiftly Sold, and you must not resell or share Leads unless agreed in writing.

7. CLIENT MATERIALS

You warrant that all materials and information you provide are accurate and complete. To the extent permitted by law, you release us from liability for loss or damage arising from inaccurate, incomplete or outdated information supplied by you.

8. FEES & PAYMENT

8.1 Fees

Fees are payable in the amounts and at the times set out in the Service Agreement or invoice.

8.2 Payment Terms

Unless otherwise agreed, payment is due by the date specified on the invoice, or within 3 days of invoice date where no date is specified.

8.3 Late Payment

If payment is late, we may:

Pause or cease Services and Lead delivery;

Refer the matter to a collection agency; and

Charge interest at 20% per annum, accruing daily and compounding monthly.

You are responsible for all reasonable costs incurred in recovering overdue amounts.

8.4 Payment Providers

Payments may be processed via third-party providers such as Stripe. We are not responsible for the security or performance of third-party payment providers.

9. REFUNDS

Unless required by law:

No refunds are provided for pay-per-lead, hybrid or commission-based campaigns once services commence.

Setup fees, labour, software costs, subcontractor costs and ad spend are non-refundable.

Any discretionary refund may be reduced by costs incurred.

10. CHANGES TO SERVICES

Requests for work outside the agreed scope may incur additional fees and may affect delivery timelines.

11. CONFIDENTIALITY

Each party agrees to keep confidential information confidential and not disclose it except as required by law or necessary to perform the Services.

12. INTELLECTUAL PROPERTY

All systems, processes, funnels, copy, ads, templates and materials created or provided by us remain our intellectual property unless otherwise agreed in writing. You are granted a limited, non-exclusive, revocable licence to use such materials solely for the purpose of receiving the Services.

13. LIMITATION OF LIABILITY

To the maximum extent permitted by law, our total liability under or in connection with this Agreement is limited to the total Fees paid by you in the six (6) months preceding the event giving rise to the claim.

We are not liable for indirect, incidental or consequential loss, including loss of profit, revenue, data or business opportunity.

14. SUBCONTRACTING

We may subcontract any part of the Services and you consent to such subcontracting.

15. TERMINATION

We may terminate this Agreement immediately if you breach this Agreement, fail to pay amounts due, become insolvent or engage in unlawful or abusive conduct.

You may terminate this Agreement if we commit a material breach and fail to remedy it within 30 days of written notice.

Termination does not remove your obligation to pay fees incurred up to the termination date.

16. DISPUTE RESOLUTION

If a dispute arises, the parties must attempt to resolve it in good faith within 14 days of written notice before commencing legal proceedings, except where urgent relief is required.

17. NOTICES

Notices must be in writing and delivered by email to the address most recently used between the parties. Notices are deemed received 24 hours after sending, excluding weekends and public holidays.

18. GENERAL

This Agreement is governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction.

If any provision is unenforceable, it will be severed and the remainder will continue in force.

This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions or representations.

© Social Pixel Marketing Ltd (Company No. 15497740) trading as Swiftly Sold. All rights reserved.