Boost Marketing Business Terms

Who we are:

Boost Awards is a trading brand of Boost Marketing Limited (Company Number: 07672452), whose registered office is at Platf9rm, Floor 5,TowerPoint, 44 North Road, Brighton, East Sussex, BN11YR.

Our Services:

The Services we will provide for you are set out in the Statement of Work email (under ‘Services’).
We will aim to meet any performance dates specified in the Statement of Work email or other communications, but please note that such dates will be estimates only

How the contractual relationship is formed:

These Business Terms, together with the Statement of Work, set out our offer to provide our services to you.
Upon your confirmation that the conditions set out in these Business Terms and the Statement of Work email are accepted, we will commence work on the Services and the contract (‘Contract’) will come into force.

What we guarantee when providing our Services:

The charge for our Services will be capped at the fee set out in the Statement of Work email (‘Fee’). We will not exceed this without your permission.
We will explore every avenue we can think of to evaluate your business or initiatives, but we will not be untruthful or exaggerate. At best, we will make honest statistics look great with our Excel skills.
We will be reasonable about expenses. We also do not charge for incidental expenses such as phone bills.

What we ask in return:

We may need you to help us find the information we require to provide our Services. Please bear in mind that unless you have all the information to hand, there will be some time investment at your end. Please also note that we will not be responsible for any loss you may incur as a result of delays by you in providing this information.
You will also need to notify us if any information you have provided to us is inaccurate or requires updating.
Please allocate a named person who has agreed to be the liaison with us, and ensure they have the time and availability to undertake this important role. You warrant that the nominated person has the authority to provide us with the requisite approval(s) in respect of the award entry.
We accept that there is a degree of background reading and research necessary in our role, however if you anticipate us having to read through more than 20 attachments, 50 pages/slides of unfiltered content or more than 6 separate telephone interviews (“Reasonable Reading Amount”), please let us know in advance so we can adjust the quote accordingly. If we are not notified in advance then we reserve the right to extend the budget accordingly.
We shall not be liable for any loss or damage arising from your failure to:
– Fully review the award entry prior to its submission;
– Obtain internal or third-party consents or approvals in respect of any award entry;
or
– obtain the requisite approvals of the award entry prior to its submission.

Where the Contract is terminated:

If you book our Services and then, for whatever reason, decide to cancel the Contract, please notify us as soon as possible. Upon receiving notification of your intention to cancel our Services, the Services will cease.
If an awards programme cancels the category or award scheme as a whole, after the project has commenced but prior to the submission being completed, then the contract will be terminated, and we will only charge you for the time incurred by us (as set out in the time sheet) up to the point of termination. We will, however, endeavour to find another award for which we can repurpose the content, which might incur additional fees.
If an awards programme cancels the category entered or award scheme as a whole after an entry has been made, then Boost will not be liable for any damages or refunds.
We may terminate the Contract if you breach your obligations under the terms of said Contract. Please note: this will include failing to pay any sums due to us, or where your business is unable to pay its debts as they fall due, or the business enters into involuntary liquidation, or ceases to trade.
We may also terminate the Contract where we are unable to provide the Services to you or where, in our opinion, we think you should not proceed with the Services.
Where our Services have commenced but have been subsequently terminated, we will only charge you for the time incurred by us (as set out in the time sheet) up to the point of termination. Where payment of the Fee has not been received by us, we will either send you a credit note or a new invoice in relation to the new amount due; and payment of any outstanding sums shall be received by us within 30 days of an invoice or credit note being sent to you. Where we have already received the Fee (or part of the Fee) in cleared funds and our Services are terminated, we will provide you with a credit note for the amount we have received which exceeds the time we have incurred up to termination.
Should final approval be dependent on any third party (e.g., supplier, partner, or client), you are ultimately responsible for seeking this third-party approval where necessary to enter the award. In the case of a third party subsequently withdrawing permission to enter, you will still be liable to cover the cost associated with any time spent up to that point.
NB: If there is budget left over on an account, whether as a result of a project being terminated early or for any other reason, then Boost will notify you of this available budget. Surplus budget can be retained and carried over for future work (up to a period of 12 months from the date of the original invoice).

What we do charge for:

We will charge you the fee set out in the Statement of Work Email for the Services (“Fee”). Please note that the Fee is exclusive of VAT.
Whilst we are prepared to cap our Services to the Fee, we will also keep an accurate time sheet detailing the time we have spent in providing our Services to you.
Where you wish to add additional services to the Services or request a change to the Services, please confirm such requested changes in writing. We will then consider such changes and notify you of the additional charges you will incur as a result of such changes. We will not implement the changes until we receive your confirmation to proceed.
Where you require us as part of the Services to make applications or purchases on your behalf, we will charge you an administration fee of 15% of the cost of the application or purchased services.
Our Services may require surveys, market research, mystery shopping, or another similar piece of extra research in addition to the Services. We reserve the right to seek an extension to the Fee to cover the costs of this additional work.
In addition to the costs incurred in relation to the Services there may be expenses, details of which will be set out in our invoice. Such expenses may include:
– Printing and photocopying charges – these will be charged as set out in the Statement of Work email.
– Travel expenses (including petrol costs, charged at 50p per mile, and time expended while travelling). Where possible, these charges will be communicated to you before they are incurred.

Whenever you require us to incur additional expenses not previously communicated to you, we will communicate the cost of such expenses to you before incurring them.

Payment:

Unless declared otherwise in the Statement of Work email, we will raise an invoice based on an agreed, quoted amount (set out in the Statement of Work email) on the date the Contract commences. The due date for payment will be stated on the invoice we provide to you, but will be the later of 30 days from the invoice date or the date the Services are to be completed (‘Completion Date’). This date will be confirmed in the Statement of Work email.
If we do not invoice you at the start of the Services, or where we invoice expenses, the payment terms will be 30 days from the date of the invoice.
If you fail to pay any owed sums by the due date for payment (‘Due Date’), we have the right to charge interest on the overdue amount at the rate of 4% per annum above the current Bank of England base rate, accruing on a daily basis from the Due Date until the date of actual payment of the overdue amount.
We reserve the right to charge you for any costs we incur in recovering any payment not received by the Due Date.
We reserve the right to offset any amount owed by you to us at any time against any amount payable by us to you under the Contract.

Confidentiality:

All information of a confidential nature (“Confidential Information”) shall be treated as confidential to the party disclosing the Confidential Information.
Neither party shall use or disclose any of the other party’s Confidential Information without an agreement in writing from the other party, unless:
– Required to disclose such information by law.
– Required to disclose such information to employees, agents, and sub-contractors for the purpose of discharging its obligations under the Contract.
– Required to disclose it to a third party for the purpose of discharging its obligations under the Contract.

Our liability:

Nothing in these Business Terms shall limit or exclude our liability to you for anything which cannot be excluded by law.
We shall under no circumstances whatever be liable to you whether in contract, tort (including negligence), breach of statutory duty, or otherwise for any loss of profit or indirect consequential loss arising under or in connection with this Contract.
The total liability of either party to the other party in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the value of the Fees.

Intellectual Property:

For the purpose of this Contract, intellectual property rights shall mean all rights to inventions, copyright and related rights, trademarks, business names and domain names, rights in get-up, goodwill, and the right to sue for passing off, rights in designs, database rights, rights to use, protecting the confidentiality of confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered (‘Intellectual Property Rights’).
All Intellectual Property Rights which relate to you and were created by us specifically for the delivery of services to you (‘Client Intellectual Property’) will be licensed to you by us (‘Client Licence’), until we receive full payment of the Fee and any outstanding payments owed to us in relation to our Services. Upon receipt of the Fee and all outstanding payments, ownership of all rights in the Client Intellectual Property will be transferred to you.
We will grant you an exclusive, royalty-free licence to use all other Intellectual Property Rights in our Services (including our pre-existing Intellectual Property Rights) in connection with our Services (‘Licence’). Please note that we may terminate the Licence and the Client Licence where we do not receive the Fee, or any outstanding payments owed to us.

General provisions:

In the event that the terms set out in these Business Terms conflict with the contents of the Statement of Work email, the contents of the Statement of Work email shall prevail.
The Contract constitutes the entire agreement between us and you, and supersedes and extinguishes all previous agreements, arrangements, and understandings.
No variation of this Contract shall be effective unless it is in writing and signed by both us and you.
Failure to exercise (or any delay in exercising) any right or remedy provided under the Contractor by law shall not constitute a waiver of that or any other right or remedy; nor shall it prevent or restrict any further exercise of that or any other right or remedy.
We may transfer our rights and obligations under this Contract, or any part of it, to any other party.
If any provision of the Contract is or becomes invalid, illegal, or unenforceable, it shall be considered modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, then the relevant provision shall be treated as deleted, and shall not affect the validity and enforceability of the remainder of the Contract.
Nothing in this Contract is intended to (or shall be deemed to) establish any partnership or joint venture between us and you, nor authorise any party to make or enter into any commitments for or on behalf of any other party.
This Contract is made for the benefit of the parties within it and is not intended to benefit, or be enforceable by, anyone else.
This Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation, including non-contractual disputes or claims, shall be governed by and construed in accordance with the law of England and Wales.
The parties agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Contract or its subject matter or formation, including non-contractual disputes or claims.

Thank you:

Finally, we would like to say a big thank-you for entrusting us to provide our Services. We hope you are suitably impressed with the quality of the Services we provide.