SEO HUB, a digital marketing and SEO services agency, headquartered in Dubai, Rotty Building Sharjah and the second headquartered in Seddon Vectoria Australia herein referred to as the “Agency” or “Supplier”,
Terms of business
AND
The individual or business entity executing a Statement of Work, Proposal, or Service Agreement with SEO HUB, herein referred to as the “Client” or “Customer”.
PURPOSE AND SCOPE
This Agreement outlines the terms and conditions under which the Agency will provide services to the Client, including but not limited to search engine optimization (SEO), digital marketing strategy, content creation, link building, analytics, technical audits, and web optimization services. Each engagement will be governed by a separate Statement of Work (“SOW”) or Project Brief that details the specific services to be delivered, timelines, costs, and other project-specific terms.
TERM AND TERMINATION
The Agreement becomes effective as of the date of the last signature and will continue in effect for twelve (12) months unless terminated earlier in accordance with the provisions herein.
Either party may terminate this Agreement or any ongoing project with thirty (30) days’ written notice.
Termination for Cause: A party may terminate this Agreement immediately upon written notice if the other party:
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Fails to pay any amount due within 30 days;
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Commits a material breach and fails to remedy it within 14 days after notice;
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Becomes insolvent, enters liquidation or bankruptcy, or ceases to operate.
Upon termination, the Client agrees to pay all outstanding invoices and remaining amounts due under any active project or agreement within thirty (30) days.
SERVICES TO BE PROVIDED
The Agency shall deliver the services set forth in each signed Statement of Work, ensuring professional execution and delivery in accordance with industry best practices.
Services may include:
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Technical SEO Audits
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On-page and Off-page SEO
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Keyword Research
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Competitor Analysis
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Content Strategy and Production
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Backlink Outreach
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Website Optimization
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Conversion Tracking and Analytics
Project timelines and deliverables will be set out clearly in the SOW. Any alterations will be subject to the Change Control provisions detailed in Section 9.
PAYMENT TERMS
The Client agrees to pay fees as outlined in Schedule 2 or the SOW.
Invoices shall be issued monthly unless otherwise stated. All payments must be made in full within fourteen (14) days of receipt.
Payment methods accepted include direct debit via GoCardless, bank transfer, and other pre-approved methods. Clients using GoCardless will receive advance notice of each debit.
Overdue payments may incur interest at a rate of 4% per annum above the Bank of England base rate. SEO HUB reserves the right to suspend services until payment is received.
All fees are exclusive of VAT unless explicitly stated otherwise.
CLIENT RESPONSIBILITIES
The Client agrees to:
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Provide timely access to necessary tools, platforms, and information;
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Respond to feedback requests and approvals in a timely manner;
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Ensure all materials supplied to the Agency are accurate and legally owned;
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Comply with all laws, including data privacy and advertising regulations, related to their industry.
Failure to provide such cooperation may delay project timelines and may not result in extensions or refunds.
PERFORMANCE & QUALITY GUARANTEE
SEO HUB will provide services using commercially reasonable skill, care, and diligence in line with industry norms.
In case of material defects in deliverables, the Client must report the issue within five (5) business days. SEO HUB will rectify the issue at no extra cost, provided the error was within the Agency’s control.
Timeframes are estimates and not guarantees, unless explicitly agreed otherwise.
INTELLECTUAL PROPERTY RIGHTS
All intellectual property developed during the course of the project, including reports, strategies, content, and custom tools, will remain the property of SEO HUB until full payment is received.
Upon final payment, the Agency grants the Client a non-exclusive, non-transferable, royalty-free license to use the deliverables for their intended business use.
Pre-existing tools, templates, or proprietary methods shall remain the sole property of the Agency.
CONFIDENTIALITY
Both parties agree to treat as confidential all business, technical, and financial information obtained from the other party. Neither party shall disclose such information to any third party without prior written consent, unless required by law.
Confidentiality obligations shall remain in effect for two (2) years following the termination or expiry of this Agreement.
CHANGE CONTROL
If the Client wishes to alter the scope of services, a written Change Request must be submitted.
SEO HUB shall review the Change Request and respond within ten (10) business days with a Change Proposal including cost, timeline, and impact assessment.
Work on the change will not commence until both parties agree in writing to the updated terms.
LIMITATION OF LIABILITY
Except in cases of fraud, personal injury, or gross negligence, SEO HUB’s total liability under this Agreement shall not exceed the amount paid by the Client in the preceding three (3) months.
The Agency shall not be liable for:
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Loss of profits or revenue
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Loss of business or contracts
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Loss or corruption of data
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Any indirect or consequential loss
FORCE MAJEURE
Neither party shall be liable for any delay or failure in performance caused by circumstances beyond their reasonable control, including natural disasters, pandemics, wars, cyberattacks, or government restrictions.
If such an event lasts longer than ninety (90) days, either party may terminate this Agreement with written notice.
NON-SOLICITATION
The Client agrees not to solicit, hire, or engage directly any employee, contractor, or affiliate of SEO HUB involved in the project for a period of twelve (12) months following project completion or termination of this Agreement.
COMPETITIVE CLAUSE
During the provision of services, SEO HUB shall not knowingly engage with a direct competitor of the Client for similar services within the same geographical or niche market without prior written approval.
DISPUTE RESOLUTION
In the event of a dispute:
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Both parties will attempt to resolve the issue in good faith within fourteen (14) days.
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If unresolved, mediation will be considered before taking legal action.
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Legal proceedings, if necessary, will be under the jurisdiction of the courts of England and Wales.
GENERAL TERMS
Entire Agreement:
This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements and understandings.
No Partnership:
Nothing in this Agreement creates a partnership, employment relationship, or joint venture.
Assignment:
Neither party may assign or transfer this Agreement without prior written consent.
Severability:
If any provision is deemed unenforceable, the remaining provisions will remain in full force.
Notices:
Notices must be in writing and sent to the addresses provided via email, post, or hand delivery. Email notices are considered received on the next working day.
Survival:
All clauses intended to survive termination shall continue to apply after the Agreement ends.
SCHEDULE 1 – SERVICE DESCRIPTION
(To be customized per project and included as an annex with specific deliverables, KPIs, and timelines.)
SCHEDULE 2 – PAYMENT TERMS & FEES
(To include breakdown of monthly, hourly, or project-based pricing as agreed. Payment method preferences such as Direct Debit via GoCardless should be included.)
SIGNATURES
By signing below, the parties confirm their acceptance of this Service Agreement as of the date(s) indicated.
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