The following terms and conditions refer to Eleven Marketing & Communications Ltd (“The Agency”) and its relationship with its clients and potential clients (“The Client”).

The communication of a request by The Client to Eleven Marketing & Communications Ltd (hereafter referred to as Eleven) for the supply of services and/or materials shall amount to The Client’s acceptance of these terms. They may not be varied except by written agreement between Eleven and The Client.

Quotations and pricing

All quotes are valid for 30 days from the date of submission, with the exception of print quotes which are valid for 14 days.

Quotes are based on the information provided by The Client, any quote may therefore be subject to change should The Client’s requirements or information provided change at any time.

All quotes, briefs and other Client/Agency documents are commercially confidential and may not be disclosed to third parties without prior written agreement.

Timeframes

Any estimates given by The Agency as to the time of completion or performance of its services (whether completion of the whole or a part of those services) shall be estimates only.

Any stated timescale is reliant upon The Client providing all required information/copy/images within the time set out at project initiation.

Provision of services

Unless otherwise agreed in writing, The Agency will arrange and oversee all production related to the project. Should it be agreed that The Client arranges any production work itself, then in that regard, the Agency shall not be responsible for the booking, supervision or quality control of any relevant facilities, nor will it be responsible for payment of any related charges. The Agency cannot guarantee quality of any suppliers other than those we recommend and use in accordance with our Use of Suppliers policy. The Agency reserves the right to request adequate specifications and requirements from suppliers directly commissioned by The Client, and cannot be held responsible for project delays or outcomes if these are not suitably provided. The Agency reserves the right to request adequate specifications and requirements from suppliers directly commissioned by the Client, and cannot be held responsible for project delays or outcomes if these are not suitably provided.

The Agency reserves the right to sub-contract the fulfilment of the delivery of its products and services or any part thereof.

Should The Client supply text, artwork or images, The Agency is not obliged to edit, check or guarantee the correctness thereof in any way whatsoever, unless clearly outlined and in what capacity in the quote, and the end product shall be made at the entire risk of The Client.

The Client’s property and property supplied to The Agency on behalf of the client, while it is in possession of The Agency or in transit to or from the client, will be deemed to be at The Client’s risk unless otherwise agreed and The Client should insure accordingly.

Approvals

Proofs, samples, visual representations, photographs, links or any representation, whether partial or total, of the finished article in whatever form may be submitted to The Client for approval.

After approval The Client shall have no claim against The Agency for errors in the exemplar as approved by them.

Intellectual property

The Intellectual Property which the Agency has supplied to The Client in accordance with the commission outlined in the relevant scopes of work and which The Agency has created and/or developed for the purposes of performing its obligation under this commission shall remain vested in The Agency, but once the client has paid for the commission in full The Agency hereby grants to the client an irrevocable, perpetual, royalty free non-exclusive licence to copy, disclose, use, adapt and reproduce the Intellectual Property for any purpose whatsoever in connection with The Client’s business.
The Client hereby irrevocably licenses the Agency to use and display The Client’s name, logo etc. as a reference on the Agency’s website, other marketing materials or types of media. The Client agrees to send The Agency its most recent logo/name as and when it is amended from time to time.
The Client agrees that The Agency can share work completed by The Agency on The Agency’s website and other marketing materials or types of media. If the work is in the public domain, this can be shared. If The Client does not wish for th work to be shared by The Agency (i.e. it is commercially sensitive), they must advise The Agency in writing and request written confirmation from The Agency that the work will not be shared. Only once The Client has received written from The Agency, can they assume that this request has been acknowledged.
The Client agrees that the Agency can submit any work completed for industry awards. The Agency will enter awards as the Agency, not as the Client and will inform the Client for awareness only.

Stock licensing

Where stock assets (such as images, video, music, etc.) are required for a project, these will be licensed under the terms and conditions of the stock supplier, on a non-exclusive basis for worldwide use. Clients requiring the use of stock assets within their projects agree to abide by the terms and conditions set out by the stock asset supplier and Eleven accepts no responsibility or liability for any breaches of these terms and conditions by The Client. A copy of the terms and conditions will be provided to The Client at the outset of the project and Eleven will deem The Client to have accepted these terms and conditions regardless of The Client providing written confirmation or not.

File retention

The Agency will retain files for a period of five years unless otherwise specified in an agreed contract.

Finance

All invoices are issued and payable in UK Pounds Sterling and are subject to UK VAT at the current rate, unless a valid exemption certificate is provided. Payment must be made no more than 30 days after date of invoice unless otherwise agreed in writing in advance.
Where Purchase Orders are required by The Client, this must be supplied via email to The Agency prior to work commencing. The Agency will not commence work without receipt of a valid Purchase Order for the full value of the commissioned work. Where Purchase Orders are not required, written permission to commence, and thus invoice accordingly, must be shared prior to the commencement of work.
The Client will confirm receipt of all delivered outputs and confirm any actions such as amends or approvals. In cases where actions (or suitable alternative) are not communicated within 10 business days from delivery of the delivered outputs, provided the scope of work has been met, The Agency will consider the project or stage of project complete and invoice accordingly.
Unless otherwise documented in a mutually signed contract, The Agency will invoice based on project milestones to be agreed upon at the start of the project. Where milestones are not appropriate due to project scale, the first 50% of the project will be invoiced on commission with the remaining 50% invoiced on completion of The Agency providing all outputs to The Client and completing the scopes of work.
Projects with a significant proportion of external costs such as printing, projects involving media or advertising spend, events and website hosting/maintenance/domain management will be invoiced 100% on commission.
The Agency will aim to recover any funds due to unpaid invoices and will charge interest and compensation fees on overdue payments. Interest and compensation is calculated by the recommended levels set by the Small Business Commissioner (OSBC), an independent public body set up by Government under the Enterprise Act 2016 to tackle late payment and unfavourable payment practices in the private sector.
If payment has not been made, including all interest and fees, following 90 days, we will refer the debt to a collections agency.
All ongoing work will pause within 7 days of an unpaid overdue invoice and will not resume until payment has been made. Eleven is not responsible for any delays in final delivery caused by work stoppages due to unpaid invoices.
No final delivery of a project, project files, or other elements of the work, will be delivered while an outstanding invoice for the same Client remains unpaid, whether or not it is related to the project in question or not.
All work remains the Intellectual Property of The Agency until all invoices relating to the commission are paid in full.
All Clients who do not have active contracts with Eleven are subject to an annual fee increase effective 1st April each year for any new quotations. Quotations that have already been commissioned at the point of the fee increase (and are still to be delivered/completed) will be honoured at the pre-agreed fee.

Retainers

A ‘Retainer’ is defined as a contract under which The Agency agrees to provide ongoing services for a fixed cost, normally representing a pre-agreed number of hours per month.
The hours covered by a retainer quotation can be used for any of The Agency services outlined in the specific retainer quotation during a specific time period. Any external costs incurred by The Agency as a result of Client instructions will be charged in addition to the retainer and not deducted from the remaining hours.
Retainers are invoiced at the start of each calendar month, proportional to the number of hours in the retainer, irrespective of how many hours are considered ‘spent’. The Agency and The Client will agree at the start of each month which products and services will be completed within the retainer and which will be subject to individual quotations.
The Agency will record all hours worked as part of the retainer and advise The Client on the balance of hours remaining at the end of each month.
Any hours that are not used by the end of the specific time period will be lost.
The Client may request in writing early closure of the retainer provided that the hours used to date do not exceed the invoiced value. Requests to close the retainer early must be made in writing and with 30 days’ notice, in which time The Agency will determine any outstanding actions on live projects and confirm the status of the retainer.

Cancellation policy

The Agency’s cancellation policy is agreed to, unless otherwise documented in a mutually signed contract.
Eleven’s Cancellation Policy can be found here.

Use of AI

AI is integrated into our Agency operations to ensure efficiency and quality in key areas like project management, data analysis and process automation. These tools are essential to how we deliver timely and effective results and are mandatory for all Clients.
As part of our terms of use, we endeavour to ensure that the data sets used in the development of AI systems, including training, validation and testing, shall be subject to appropriate data governance and management practices.
We may use generative AI tools in the delivery of our services, but no project shall rely entirely on AI-generated content. All AI-generated content is reviewed and enhanced by our teams to ensure quality, suitability and originality. Where generative AI is proposed, this will be clearly identified in the project scope.
AI images are created using Eleven’s MidJourney license and further curated and crafted by Eleven, including post-production edits in Photoshop. Where provided, images are licensed for worldwide, non-exclusive rights in perpetuity by the named Client only.
All rights to the underlying AI-generated content remain with The Agency. Any modification, reproduction or use beyond this scope requires prior written approval from The Agency.
Eleven’s AI Policy can be found on our website https://www.elevenagency.co.uk/our-polices/

Wellbeing

The health, safety and wellbeing of our colleagues is important to us. We are committed to nurturing an inclusive and diverse community.
To ensure that every colleague thrives, we believe that everyone should be treated with dignity and respect and be free from any form of bullying, harassment or discrimination, including sexual harassment. This extends to our Clients, Suppliers and Visitors.
To support this, we have a zero-tolerance approach to bullying, harassment and discrimination. This means:
  • We’ll not tolerate any form of bullying, harassment or discrimination, and we’ll take responsibility to speak up if we see or experience it;
  • We’ll treat all allegations seriously;
  • We’ll always take appropriate, proportionate and timely action; and
  • We’ll learn from our experiences to help continually improve.

Adjustments to terms and conditions

The Agency reserves the right to revise, alter, modify or amend these terms and conditions, and any of our other policies and agreements at any time and in any manner without prior notification.
This Agreement takes effect on the date on which The Client commissions our services. Acceptance of these terms is an absolute condition of The Client requesting work. An order constitutes acceptance of all our Terms and Conditions.

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