These terms and conditions (“Agreement”) are entered into between ML Consultancy (“Agency”) and the Client (“Client”) for the provision of marketing consultancy services. By engaging the services of ML Consultancy, the Client agrees to be bound by these terms and conditions.

1. Services:

1. ML Consultancy agrees to provide marketing consultancy services as agreed upon with the Client. The specific details of the services, including deliverables, timelines, and fees, will be outlined in a separate agreement or proposal.

2. Fees and Payment:

1. The Client agrees to pay the fees specified in the agreement or proposal provided by ML Consultancy. All fees are payable in the currency stated and are exclusive of any applicable taxes.
2. Payment terms will be specified in the agreement or proposal. Unless otherwise agreed upon, invoices shall be payable within 7 days of the invoice date.
3. ML Consultancy reserves the right to charge interest on late payments at a rate of 5% per day, or the maximum rate permitted by law, whichever is lower.

3. Intellectual Property:

1. ML Consultancy retains all rights, title, and interest in any intellectual property, including but not limited to ideas, concepts, methodologies, strategies, and creative materials, developed or provided during the provision of services.
2. The Client is granted a non-exclusive, non-transferable license to use the intellectual property solely for the purposes outlined in the agreement. Any unauthorised use or distribution of the intellectual property is strictly prohibited.

4. Confidentiality:

1. Both ML Consultancy and the Client agree to treat all non-public information, trade secrets, and other confidential information disclosed during the provision of services as confidential.
2. Confidential information shall not be disclosed to any third party without the express written consent of the disclosing party, unless required by law.

5. Limitation of Liability:

1. ML Consultancy shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or in connection with the provision of services, including but not limited to loss of profits, loss of data, or interruption of business.
2. ML Consultancy’s liability for any claims arising from the provision of services shall be limited to the total fees paid by the Client under the agreement.

6. Termination:

1. Either party may terminate the agreement by providing written notice to the other party. The termination shall be effective upon receipt of the notice.
2. In the event of termination, the Client shall pay ML Consultancy for all services rendered and expenses incurred up to the effective date of termination.

7. Governing Law and Jurisdiction:

1. This Agreement shall be governed by and construed in accordance with the laws of Great Britain. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Great Britain.

8. Entire Agreement:

1. This Agreement constitutes the entire understanding between ML Consultancy and the Client and supersedes any prior agreements or understandings, whether written or oral, relating to the subject matter herein.

By engaging ML Consultancy’s services, the Client acknowledges that they have read, understood, and agreed to the above terms and conditions.