1.1 These terms and conditions ("Terms") govern your access to and use of the website located at clickbright.co.uk and any subdomains, pages, forms, booking pages and content made available through it (together, the "Website").
1.2 The Website is operated by ClickBright Media LTD, a private company limited by shares incorporated in England and Wales under company number [•], whose registered office is at Suite A, 82 James Carter Road, Mildenhall, England, IP28 7DE ("ClickBright", "we", "us", "our").
1.3 You may contact us by email at [email protected] or by post at the address set out in clause 1.2.
1.4 These Terms govern use of the Website only. They do not govern the supply of any services by us. Where we agree to supply services to you or to a business you represent, that supply will be governed by a separate written client service agreement, and nothing on the Website or in these Terms constitutes an offer capable of acceptance in respect of the supply of services.
1.5 Please read these Terms carefully before using the Website. We recommend that you print or save a copy for your records.
2. DEFINITIONS AND INTERPRETATION
2.1 In these Terms, the following expressions have the following meanings:
Term
Meaning
Booking Platform
the third-party or embedded scheduling functionality made available on the Website through which Strategy Calls and other appointments may be booked
Business User
a User who accesses the Website wholly or mainly for purposes relating to that User's trade, business, craft or profession
Consumer
an individual acting for purposes which are wholly or mainly outside that individual's trade, business, craft or profession
Content
all text, graphics, images, photographs, video, audio, data, reports, case studies, articles, guides, templates, code, layouts, designs and other material made available on or through the Website
Force Majeure Event
has the meaning given at clause 18.1
Intellectual Property Rights
patents, rights to inventions, copyright and neighbouring and related rights, trade marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use and protect the confidentiality of confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights, and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world
Privacy Policy
our privacy policy published on the Website, as amended from time to time
Qualification Process
the process described at clause 11 by which we assess whether our services may be suitable for a User's business
Services
the advertising, tracking, analytics, lead generation, consulting and related services which we may agree to supply under a separate written agreement
Strategy Call
a consultation call, discovery call, audit review or similar appointment booked through the Website
Submission
any information, data, material or communication submitted by a User to us through the Website, including through any form, booking page or upload facility
User, "you", "your"
any person who accesses or uses the Website
2.2 In these Terms:
(a) clause headings are for convenience only and do not affect interpretation;
(b) a reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time, and includes all subordinate legislation made under it;
(c) words in the singular include the plural and vice versa, and a reference to one gender includes a reference to the other genders;
(d) a reference to "writing" or "written" includes email;
(e) any words following the terms "including", "include", "in particular", "for example" or any similar expression are illustrative and do not limit the sense of the words preceding those terms;
(f) a reference to a "person" includes a natural person, corporate or unincorporated body, whether or not having separate legal personality; and
(g) a reference to a clause is to a clause of these Terms.
3. ACCEPTANCE OF THESE TERMS
3.1 By accessing, browsing or otherwise using the Website, you confirm that you accept these Terms and agree to comply with them.
3.2 If you do not agree to these Terms, you must cease using the Website immediately.
3.3 By using the Website you represent and warrant that you are at least 18 years of age and, where you act on behalf of a business or other organisation, that you have authority to bind that organisation to these Terms.
3.4 These Terms are concluded in the English language only.
4. CHANGES TO THESE TERMS AND TO THE WEBSITE
4.1 We may amend these Terms at any time by revising this page. The date at the top of these Terms indicates when they were last revised.
4.2 Every time you wish to use the Website you should check these Terms to ensure you understand the terms applying at that time. Your continued use of the Website following the publication of amended Terms constitutes acceptance of those amended Terms.
4.3 We may update and change the Website from time to time, including to reflect changes to our services, our users' needs or our business priorities. We are under no obligation to update any Content.
5. WEBSITE AVAILABILITY
5.1 The Website is made available free of charge. We do not guarantee that the Website, or any Content on it, will always be available, uninterrupted or error-free.
5.2 We may suspend, withdraw, discontinue or restrict the availability of all or any part of the Website for business or operational reasons, including maintenance, upgrades, security incidents and failures of third-party infrastructure. We will endeavour to give reasonable notice of any planned suspension, but are not obliged to do so.
5.3 You are responsible for making all arrangements necessary for you to have access to the Website, including internet access and compatible equipment. You are also responsible for ensuring that all persons who access the Website through your internet connection are aware of these Terms and comply with them.
5.4 We do not warrant that the Website or any Content will be free from viruses or other harmful components. You are responsible for configuring your information technology, computer programmes and platform to access the Website, and for using your own virus protection software.
6. PERMITTED USE OF THE WEBSITE
6.1 We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Website and to view and print single copies of Content for your own internal business or personal reference purposes only.
6.2 Except as expressly permitted by these Terms or by applicable law, you must not:
(a) copy, reproduce, republish, download, post, broadcast, transmit, distribute, sell, licence, rent or otherwise make available any part of the Website or Content to any third party;
(b) modify, adapt, translate or create derivative works from any Content;
(c) use any Content for commercial purposes without our prior written consent;
(d) remove, obscure or alter any copyright, trade mark or other proprietary notice; or
(e) use any Content as part of, or to train, any machine learning model, artificial intelligence system, large language model or similar system, or to build any dataset for such purposes.
6.3 Nothing in these Terms transfers to you any right, title or interest in the Website or any Content, and all rights not expressly granted are reserved.
7. INTELLECTUAL PROPERTY RIGHTS
7.1 We are the owner or the licensee of all Intellectual Property Rights in the Website and in the Content. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
7.2 The name "ClickBright", the ClickBright logo, and our associated marks, straplines, product names and get-up are Intellectual Property Rights belonging to us. You have no right to use them without our prior written consent.
7.3 Any third-party names, logos, trade marks or platform marks appearing on the Website, including those of Meta, Google and other platforms, are the property of their respective owners. Their appearance on the Website does not imply any endorsement of, affiliation with, partnership with or sponsorship of ClickBright by those owners, except where expressly stated.
7.4 If you print off, copy, download or share any part of the Website in breach of these Terms, your right to use the Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.
7.5 If you become aware of any actual or suspected infringement of our Intellectual Property Rights, or believe that any Content infringes your own rights, please notify us at [email protected] with sufficient detail to allow us to investigate.
8. ACCURACY OF INFORMATION AND NO RELIANCE
8.1 The Content is provided for general information and marketing purposes only. It is not intended to amount to advice on which you should rely.
8.2 Although we make reasonable efforts to update the Content, we make no representations, warranties or guarantees, whether express or implied, that the Content is accurate, complete, current or free from error.
8.3 Advertising platforms, tracking technologies, analytics tools, browser behaviours, platform policies and applicable law change frequently. Content which was accurate at the date of publication may cease to be accurate. We are under no obligation to update Content to reflect such changes.
8.4 Any benchmarks, statistics, cost-per-acquisition figures, return-on-ad-spend figures, case studies, testimonials or performance examples published on the Website reflect results achieved in particular circumstances for particular businesses. They are illustrative only, are not a promise or projection of future performance, and should not be interpreted as an average or typical result.
8.5 You must obtain professional or specialist advice before taking, or refraining from taking, any action on the basis of Content. We disclaim all liability arising from any reliance placed on the Content by you or by any person who may be informed of any of its contents, to the fullest extent permitted by law.
9. NO GUARANTEE OF RESULTS
9.1 Nothing on the Website constitutes, and nothing on the Website should be construed as, a guarantee, warranty, promise, projection or assurance of any particular commercial result, including any level of bookings, covers, enquiries, leads, revenue, cost per acquisition, return on advertising spend, ranking or reach.
9.2 Commercial outcomes in advertising depend on a wide range of factors outside our control, including market conditions, seasonality, competition, pricing, venue capacity, location, reputation, operational execution, the quality and speed of enquiry handling, platform algorithms, platform policy changes, budget levels and the accuracy of third-party data.
9.3 Where a separate client service agreement is entered into, any commitments given by us in respect of deliverables or performance will be set out expressly in that agreement. No statement made on the Website, in any Content, or during any Strategy Call forms part of any such agreement unless expressly incorporated into it in writing.
9.4 Nothing on the Website constitutes financial, legal, tax, accountancy or regulatory advice.
10. STRATEGY CALLS AND BOOKING APPOINTMENTS
10.1 The Website provides a Booking Platform through which you may request and book a Strategy Call.
10.2 A booking request is a request only. A booking is confirmed only when we issue a confirmation to you, whether by email, calendar invitation or automated message from the Booking Platform. We reserve the right to decline, reschedule or cancel any booking at our discretion.
10.3 When making a booking you must provide accurate, current and complete information, including a valid name, email address, telephone number and business details. We may decline or cancel a booking where the information provided is materially inaccurate, incomplete or evidently false.
10.4 A Strategy Call is an exploratory commercial discussion. It is provided free of charge, without obligation on either party, and does not create any contractual relationship between us for the supply of Services.
10.5 Any observations, opinions, recommendations, audits, screen shares, estimates or indicative figures given during a Strategy Call are preliminary, are given on the basis of limited information supplied by you and limited access to your accounts, and are given without liability. They do not constitute advice on which you should rely and do not form part of any subsequent agreement unless expressly incorporated into it in writing.
10.6 We may record a Strategy Call for training, quality assurance, note-taking and record-keeping purposes. Where we intend to record, we will notify you at the outset of the call and you may object, in which case the call will proceed without recording. Recordings are handled in accordance with our Privacy Policy.
10.7 You agree to attend a booked Strategy Call at the appointed time or to give reasonable notice of cancellation or rescheduling using the link provided in your confirmation. We reserve the right to decline future bookings from Users who repeatedly fail to attend.
10.8 Where you grant us access to your advertising accounts, analytics properties, tag manager containers, business manager assets or other systems for the purposes of an audit or Strategy Call, you warrant that you are authorised to grant that access. You are responsible for revoking access if you do not proceed with an engagement, and we will remove ourselves promptly on request.
11. QUALIFICATION PROCESS
11.1 We operate a Qualification Process. Before offering or agreeing to supply Services, we may ask you to complete a qualification form or answer qualification questions, whether on the Website, by message or during a Strategy Call.
11.2 The purpose of the Qualification Process is to allow both parties to assess whether our Services are likely to be a suitable fit for your business. It is not an application process and creates no entitlement to be supplied with Services.
11.3 We may decline to proceed with any enquiry, booking or proposal at our absolute discretion and without giving reasons. Without limiting that discretion, we may decline where the Qualification Process indicates that our Services are unlikely to deliver value for your business.
11.4 You warrant that all information supplied by you during the Qualification Process is accurate, complete and not misleading in any material respect. We may rely on that information when deciding whether to proceed and when preparing any proposal. We accept no liability for any proposal, estimate or recommendation which is inaccurate or unsuitable by reason of inaccurate or incomplete information supplied by you.
11.5 Any proposal or quotation issued by us following the Qualification Process is an invitation to treat, is valid for the period stated in it (or, if no period is stated, for 30 days), and may be withdrawn or amended by us at any time prior to acceptance.
12. USER RESPONSIBILITIES AND SUBMISSIONS
12.1 You are responsible for ensuring that all Submissions are accurate, lawful and not misleading, and that you have all necessary rights, consents and authority to make them.
12.2 You must not submit through the Website:
(a) any personal data relating to any third party unless you have a lawful basis for providing it to us;
(b) any special category personal data within the meaning of Article 9 of the UK GDPR;
(c) any payment card details, bank credentials, passwords, access tokens or other security credentials; or
(d) any information which is confidential to a third party and which you are not entitled to disclose.
12.3 Submissions are not treated as confidential unless we have agreed otherwise in writing or the Submission is made under an executed non-disclosure agreement. We handle personal data contained in Submissions in accordance with our Privacy Policy.
12.4 You grant us a non-exclusive, royalty-free, worldwide licence to use, store, copy and process Submissions for the purposes of responding to your enquiry, conducting the Qualification Process, preparing proposals, and operating and improving our business.
12.5 Where you provide us with access credentials, account access or asset permissions, you are responsible for the security of your own credentials and for the acts and omissions of any person to whom you grant access.
12.6 You must not use the Website in any way that causes, or may cause, damage to the Website or impairment of its availability or accessibility.
13. ACCEPTABLE USE AND PROHIBITED ACTIVITIES
13.1 You may use the Website only for lawful purposes. You may not use the Website:
(a) in any way that breaches any applicable local, national or international law or regulation;
(b) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
(c) for the purpose of harming or attempting to harm any person in any way;
(d) to send, knowingly receive, upload, download, use or re-use any material which is defamatory, obscene, offensive, threatening, abusive, discriminatory or otherwise objectionable; or
(e) to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material, including any form of spam.
13.2 You must not:
(a) reproduce, duplicate, copy, scrape, harvest, mine, index or re-sell any part of the Website or Content in contravention of these Terms, whether manually or by any automated means;
(b) use any robot, spider, crawler, scraper or other automated means to access the Website, other than a bona fide search engine crawler operating in accordance with our robots.txt file;
(c) access without authority, interfere with, damage or disrupt any part of the Website, any equipment or network on which the Website is stored, any software used in the provision of the Website, or any equipment, network or software owned or used by any third party;
(d) attempt to gain unauthorised access to the Website, the server on which the Website is stored, or any server, computer or database connected to the Website;
(e) probe, scan or test the vulnerability of the Website or breach any security or authentication measures;
(f) introduce or attempt to introduce any virus, trojan, worm, logic bomb, keystroke logger, spyware, ransomware or other material which is malicious or technologically harmful;
(g) attack the Website via a denial-of-service attack or a distributed denial-of-service attack;
(h) reverse engineer, decompile or disassemble any part of the Website, save to the extent such restriction is prohibited by law;
(i) impersonate any person or misrepresent your identity or affiliation with any person;
(j) frame, mirror or otherwise incorporate any part of the Website into any other website without our prior written consent; or
(k) use the Website to compile a database or directory, or for competitive analysis or benchmarking on behalf of a competing business.
13.3 A breach of this clause 13 may constitute a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and will co-operate with those authorities by disclosing your identity to them.
13.4 We may determine, at our discretion, whether there has been a breach of this clause 13. Where a breach has occurred we may take such action as we deem appropriate, including immediate, temporary or permanent withdrawal of your right to use the Website, blocking of your IP address, issue of a warning, legal proceedings against you for reimbursement of all costs on an indemnity basis, and disclosure of information to law enforcement authorities.
13.5 We exclude liability for actions taken in response to breaches of this clause 13, and the responses described in clause 13.4 are not exhaustive.
14. THIRD-PARTY LINKS AND RESOURCES
14.1 The Website may contain links to other websites, platforms, resources and tools provided by third parties, including social media platforms, advertising platforms, booking systems, review platforms and scheduling tools.
14.2 Such links are provided for your information only and do not constitute an endorsement or recommendation by us of those websites or of any information, material, product or service contained in or accessible through them.
14.3 We have no control over the contents, availability, security or privacy practices of third-party websites and accept no responsibility or liability for them, or for any loss or damage that may arise from your use of them.
14.4 Where you engage with any third-party platform through the Website, including any embedded booking, messaging or video functionality, your use of that platform is subject to that third party's own terms and privacy notice.
15. COOKIES AND PRIVACY
15.1 The Website uses cookies and similar technologies, including analytics tags, advertising pixels, browser local storage and server-side collection methods. Non-essential technologies are deployed only where you have given consent through our cookie consent banner.
15.2 Detailed information about the technologies used, their purposes and their duration is set out in our Cookie Notice.
15.3 We process personal data collected through the Website in accordance with our Privacy Policy, which is incorporated into these Terms by reference. By using the Website you acknowledge that you have read the Privacy Policy and understand how we process personal data.
15.4 You may change or withdraw your cookie consent at any time using the cookie preferences link in the Website footer.
16. LIMITATION OF LIABILITY
16.1 Nothing in these Terms limits or excludes our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
(d) any matter in respect of which it would be unlawful for us to exclude or restrict liability; or
(e) in the case of a Consumer, any statutory rights which cannot lawfully be excluded or restricted.
16.2 Subject to clause 16.1, we exclude all conditions, warranties, representations and other terms which might otherwise be implied by statute, common law or otherwise in relation to the Website and the Content.
16.3 If you are a Business User, subject to clause 16.1, we will not be liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for:
(a) loss of profits, sales, business or revenue;
(b) business interruption;
(c) loss of anticipated savings;
(d) loss of business opportunity, goodwill or reputation;
(e) loss or corruption of data or information;
(f) loss of, or reduction in, bookings, covers, enquiries, leads or advertising performance;
(g) wasted advertising expenditure or wasted management time; or
(h) any indirect or consequential loss or damage,
in each case arising out of or in connection with your use of, or inability to use, the Website, your reliance on any Content, or any Strategy Call or Qualification Process.
16.4 If you are a Business User, subject to clause 16.1, our total aggregate liability arising out of or in connection with your use of the Website, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall in all circumstances be limited to one hundred pounds sterling (£100).
16.5 If you are a Consumer, we are responsible to you for foreseeable loss and damage caused by us. We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time you used the Website, both we and you knew it might happen.
16.6 If you are a Consumer, we only supply the Website for domestic and private use. If you use the Website for any commercial, business or resale purpose you will be treated as a Business User for the purposes of these Terms.
16.7 Subject to clause 16.1, we will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack or other technologically harmful material that may infect your computer equipment, computer programmes, data or other proprietary material due to your use of the Website or your downloading of any Content.
16.8 We assume no responsibility for the content of third-party websites linked from the Website, and we exclude liability arising from any loss or damage you may suffer from using them.
16.9 The limitations and exclusions in this clause 16 apply to liability arising in respect of the Website only. Liability in respect of the supply of any Services will be governed by the applicable client service agreement.
16.10 Each provision of this clause 16 operates separately. If any part is held by a court to be unreasonable or unenforceable, the remaining parts will continue in full force and effect.
17. INDEMNITY
17.1 If you are a Business User, you agree to indemnify us and keep us indemnified against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses on a full indemnity basis) suffered or incurred by us arising out of or in connection with:
(a) your breach of these Terms;
(b) your use of the Website otherwise than in accordance with these Terms;
(c) any Submission made by you, including any claim that a Submission infringes the rights of a third party or was made in breach of applicable data protection law; or
(d) your grant to us of access to any account, platform or system which you were not authorised to grant.
17.2 This clause 17 does not apply to Consumers.
18. FORCE MAJEURE
18.1 A "Force Majeure Event" means any event or circumstance beyond our reasonable control, including act of God, flood, drought, earthquake or other natural disaster; epidemic or pandemic; terrorist attack, civil war, civil commotion or riots, war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo or breaking off of diplomatic relations; nuclear, chemical or biological contamination; any law or action taken by a government or public authority; collapse of buildings, fire, explosion or accident; any labour or trade dispute, strike or industrial action; non-performance by suppliers, hosting providers, telecommunications providers or third-party platforms; interruption or failure of utility service, internet service or power supply; and cyber attack, malicious code or denial-of-service attack.
18.2 We shall not be in breach of these Terms, nor liable for any delay in performing or failure to perform any of our obligations under them, to the extent that such delay or failure results from a Force Majeure Event.
18.3 Where a Force Majeure Event prevents or delays the availability of the Website, we will use reasonable endeavours to restore availability as soon as reasonably practicable.
19. SUSPENSION AND TERMINATION OF ACCESS
19.1 We may suspend or terminate your access to the Website immediately and without notice where we reasonably believe that you have breached these Terms, or where suspension or termination is necessary to protect the Website, our other users or our legitimate interests.
19.2 Termination or suspension of your access does not affect any rights, remedies, obligations or liabilities which have accrued as at the date of termination or suspension.
20.1 Entire agreement. These Terms, together with the Privacy Policy and Cookie Notice, constitute the entire agreement between you and us in relation to your use of the Website and supersede all previous agreements, arrangements and understandings in relation to that subject matter. Nothing in this clause limits or excludes liability for fraud or fraudulent misrepresentation.
20.2 Severance. If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted, and such deletion shall not affect the validity and enforceability of the remainder of these Terms.
20.3 Waiver. No failure or delay by us in exercising any right or remedy under these Terms shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy.
20.4 Assignment. We may transfer, assign, charge, subcontract or otherwise dispose of our rights and obligations under these Terms, provided that this does not adversely affect your rights under them. You may not transfer or assign any of your rights or obligations under these Terms without our prior written consent.
20.5 Third-party rights. A person who is not a party to these Terms shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of their provisions.
20.6 No partnership or agency. Nothing in these Terms is intended to, or shall be deemed to, establish any partnership or joint venture between you and us, constitute either party the agent of the other, or authorise either party to make or enter into any commitments for or on behalf of the other.
20.7 Notices. Any notice given under these Terms must be in writing and sent to [email protected] (in the case of notice to us) or to the email address you have most recently provided to us (in the case of notice to you). Notice by email is deemed received at the time of transmission, or, if transmitted after 5.00 pm on a business day or on a day which is not a business day, at 9.00 am on the next business day.
21. GOVERNING LAW
21.1 If you are a Business User, these Terms, their subject matter and their formation (and any non-contractual disputes or claims arising out of or in connection with them) are governed by and construed in accordance with the law of England and Wales.
21.2 If you are a Consumer, these Terms, their subject matter and their formation are governed by the law of England and Wales. You will always have the benefit of any mandatory rules of law of the country in which you are resident, and nothing in these Terms affects your rights as a consumer to rely on those mandatory rules.
22. JURISDICTION
22.1 If you are a Business User, you and we agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms, their subject matter or their formation.
22.2 If you are a Consumer, you and we agree that the courts of England and Wales shall have non-exclusive jurisdiction, save that if you are a resident of Scotland you may also bring proceedings in Scotland, and if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland.
23. CONTACT INFORMATION
23.1 To contact us in relation to these Terms, the Website or any Content, please write to: