Terms of Service

1. Acceptance of Terms

By accessing our website at maroonpixel.website, engaging our services, or signing a Statement of Work (SOW) or service agreement, you ("Client") agree to be bound by these Terms of Service ("Terms") in their entirety. If you do not agree, please do not use our services.

These Terms apply to all visitors, clients, and users of Maroon Pixel's website and services. They are subject to any additional terms contained in a specific service agreement or SOW signed between the parties, which shall take precedence in the event of any conflict.

You represent that you have the legal capacity and authority to enter into a binding agreement on behalf of yourself or the organisation you represent.

2. Services & Scope

2.1 Service Description

Maroon Pixel provides digital agency services including, but not limited to: web development, brand development, search engine optimisation (SEO), paid advertising management, content writing, email marketing, website management, and analytics setup.

2.2 Statements of Work

The specific scope, deliverables, timeline, and fees for each engagement are defined in a Statement of Work (SOW) or service proposal agreed upon in writing by both parties. Work will not commence until the SOW is countersigned and any required deposit has been received.

2.3 Revisions & Change Requests

Project-based work includes a specified number of revision rounds as stated in the SOW. Additional revisions or material changes to the agreed scope will be quoted separately as change requests. We will not proceed with out-of-scope work without written approval.

2.4 Timelines & Dependencies

Quoted timelines are estimates based on timely receipt of required content, feedback, and approvals from the Client. Delays caused by late provision of materials or slow feedback cycles will extend project timelines accordingly, with no penalty to Maroon Pixel.

2.5 Third-Party Platforms & Tools

Some services require third-party platforms (e.g. Google Ads, Meta Business Manager, WordPress, Webflow). The Client is responsible for maintaining accounts, access credentials, and any associated subscription costs for such platforms unless otherwise specified in the SOW.

3. Payment & Billing

3.1 Fees

Fees are as stated in the SOW or service proposal. All fees are exclusive of applicable taxes (VAT, sales tax) which will be added where legally required.

3.2 Payment Terms

• Project work: 50% deposit required before work commences; remaining 50% due upon completion or as specified in the SOW.
• Monthly retainers: Invoiced monthly in advance, due within 14 days of invoice date.
• Ad spend: Paid media budgets are billed separately and in advance. We do not fund ad spend on behalf of clients.

3.3 Late Payment

Invoices not paid by the due date may incur a late payment charge of 1.5% per month (or the maximum permitted by law, whichever is lower) on the outstanding balance. We reserve the right to pause active services until overdue amounts are settled, without liability for any disruption this causes.

3.4 Refunds

Deposits are non-refundable once work has commenced. For retainer agreements cancelled mid-month, fees for the current month are non-refundable. We do not offer refunds on completed deliverables or services already rendered.

3.5 Price Changes

For ongoing retainer clients, we will give a minimum of 60 days written notice of any price changes. Continued use of services after the effective date of a price change constitutes acceptance of the new pricing.

4. Intellectual Property

4.1 Client Ownership

Upon receipt of full payment for a deliverable, the Client owns all intellectual property rights in the final work product created specifically for them under the SOW. This includes website designs, written copy, brand assets, and similar custom deliverables.

4.2 Maroon Pixel's Retained Rights

Maroon Pixel retains:

• All rights in pre-existing tools, frameworks, methodologies, processes, and templates used in delivering the work.
• The right to display completed work in our portfolio, case studies, and marketing materials unless the Client requests in writing that specific work be kept confidential.
• All rights in work not yet fully paid for — ownership does not transfer until all outstanding invoices are settled.

4.3 Third-Party Assets

Where third-party assets (stock images, fonts, plugins, themes) are used, the Client is responsible for maintaining appropriate licences for ongoing use. We will advise on licensing requirements during the project.

4.4 Client Content

The Client warrants that all content, images, data, and materials provided to Maroon Pixel are either owned by the Client or the Client has appropriate rights to use them. The Client indemnifies Maroon Pixel against any claims arising from intellectual property infringement in Client-provided materials.

5. Client Obligations

To enable us to deliver high-quality services, the Client agrees to:

• Provide timely access to required accounts, credentials, platforms, and information.
• Respond to requests for feedback, approvals, and content within agreed timeframes (typically 5 business days unless otherwise specified).
• Designate a single point of contact with authority to approve deliverables on behalf of the organisation.
• Ensure that all information and content provided is accurate, lawful, and does not infringe any third-party rights.
• Comply with all applicable laws and regulations in connection with your use of our services.
• Not engage any other agency to perform substantially identical services on the same project without prior written agreement.

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the engagement ("Confidential Information"). This includes, but is not limited to, business strategies, financial data, client lists, technical systems, and project details.

Neither party will disclose Confidential Information to third parties without prior written consent, except where required by law or to employees and contractors on a strict need-to-know basis. This obligation survives termination of the agreement for a period of three years.

This clause does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party before disclosure; or (c) is required to be disclosed by law or court order.

7. Warranties & Disclaimers

7.1 Our Warranties

Maroon Pixel warrants that: (a) services will be performed by qualified professionals with reasonable skill and care; (b) deliverables will conform materially to the specifications agreed in the SOW; and (c) we have the right to enter into these Terms and perform the services.

7.2 Disclaimers

We do not guarantee specific outcomes such as search engine rankings, advertising performance metrics, revenue increases, or conversion rate improvements. Digital marketing results depend on many factors outside our control, including algorithm changes, market conditions, competitor activity, and the quality of the Client's products or services.

Our website and materials are provided "as is" without warranties of any kind, express or implied, including warranties of merchantability or fitness for a particular purpose.

8. Limitation of Liability

To the maximum extent permitted by applicable law:

• Maroon Pixel's total liability for any claim arising from these Terms or the services shall not exceed the total fees paid by the Client in the three months preceding the event giving rise to the claim.
• We shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profit, loss of revenue, loss of data, or loss of business opportunity.
• We are not liable for delays or failures caused by circumstances beyond our reasonable control, including but not limited to platform outages, third-party service failures, or force majeure events.

Nothing in these Terms excludes or limits liability for fraud, death or personal injury caused by negligence, or any other liability that cannot be excluded by law.

9. Termination

9.1 Termination for Convenience

Either party may terminate ongoing retainer services by providing 30 days written notice to the other party. Project-based work may not be cancelled once commenced; the Client remains liable for the full project fee.

9.2 Termination for Cause

Either party may terminate immediately if the other: (a) materially breaches these Terms and fails to remedy the breach within 14 days of written notice; (b) becomes insolvent, enters administration, or ceases to trade; or (c) engages in conduct that is unlawful, fraudulent, or harmful to the other party's reputation.

9.3 Effect of Termination

On termination: (a) all outstanding invoices become immediately due and payable; (b) Maroon Pixel will cease work and return Client materials and access credentials; (c) ownership of fully-paid deliverables transfers to the Client as described in Section 4. Work in progress that has not been fully paid for will not be transferred.

10. Dispute Resolution

In the event of a dispute, both parties agree to first attempt to resolve the matter informally through good faith negotiation within 30 days of written notice of the dispute.

If the dispute cannot be resolved informally, both parties agree to attempt mediation before initiating any legal proceedings. The costs of mediation shall be split equally unless otherwise agreed.

Nothing in this section prevents either party from seeking urgent injunctive or other equitable relief from a court of competent jurisdiction.

11. Governing Law

These Terms shall be governed by and construed in accordance with the laws of England and Wales for EU/UK clients, and the laws of the State of Delaware for US-based clients, in each case without regard to conflict of law principles. Each party submits to the exclusive jurisdiction of the relevant courts for the resolution of any disputes not resolved through mediation.

For clients in other jurisdictions, applicable local consumer protection and contract laws may impose additional rights that cannot be excluded by these Terms.

12. Changes to These Terms

We may update these Terms from time to time to reflect changes in our practices, services, or applicable law. We will provide at least 30 days notice of material changes to existing clients via email. The updated Terms will be effective for new engagements from the date of publication on our website.

If you continue to use our services after the effective date of updated Terms, you will be deemed to have accepted the changes.

13. Contact