Terms and Conditions

1. Definitions

In these terms and conditions:

• "SJN Automation", "we", "us", "our" refers to Samuel James Norris trading as SJN Automation, Southampton, England.
• "Client", "you", "your" refers to the individual or business entering into a service agreement with SJN Automation.
• "Services" refers to the marketing automation, lead generation, and related services provided by SJN Automation as set out in the service agreement.
• "Service Agreement" refers to the signed proposal, order form, or written confirmation of services between SJN Automation and the Client.
• "Ad Spend" refers to the budget paid directly by the Client to advertising platforms such as Meta for the purpose of running paid advertising campaigns.

2. Services

1. SJN Automation will provide the services as described in the Service Agreement.
2. We reserve the right to make reasonable adjustments to the delivery of services where necessary to maintain or improve performance, provided such adjustments do not materially reduce the scope of services agreed.
3. All timelines and deliverables set out in the Service Agreement are estimates. We will use reasonable endeavours to meet agreed timelines but do not guarantee specific delivery dates.
4. We may use third-party tools, platforms, and sub-contractors in the delivery of our services. We remain responsible for the quality of work delivered.

3. Payment Terms

1. Fees are as set out in the Service Agreement. All prices are in GBP and exclusive of VAT where applicable.
2. Where a setup fee applies, this is due in full prior to commencement of work.
3. Monthly retainer fees are due in advance on the same date each month, as agreed in the Service Agreement.
4. Payment is accepted via bank transfer or Stripe. Invoices are due within 14 days of issue unless otherwise agreed in writing.
5. Late payments will incur interest at 8% above the Bank of England base rate per annum under the Late Payment of Commercial Debts (Interest) Act 1998.
6. We reserve the right to suspend services if payment remains outstanding for more than 14 days after the due date. Services will resume upon full payment of outstanding amounts.

4. Contract Duration and Cancellation

1. The contract term is as specified in the Service Agreement. Two options are available:

Option A — Minimum Term Contract

Where the Client has selected a minimum term (typically 6 months), the contract runs for that minimum period. Early termination by the Client during the minimum term will not entitle the Client to a refund of any fees paid, and the remaining balance of the minimum term will be invoiced and remains payable as a debt, the Client having committed to a minimum term.

Option B — Rolling Contract

Where the Client has selected a rolling contract, either party may terminate by giving 30 days' written notice. The Client remains liable for all fees due during the notice period.

2. Notice of cancellation must be submitted in writing to [email protected].
3. Upon termination, we will provide the Client with any data, reports, or materials belonging to the Client within 14 days.
4. We reserve the right to terminate the contract immediately in the event of non-payment, breach of these terms, or conduct that we reasonably consider harmful to our business or reputation.

5. Client Ad Spend

1. Any advertising spend (including but not limited to Meta Ads) is the sole responsibility of the Client and is paid directly by the Client to the relevant advertising platform.
2. Ad spend is entirely separate from SJN Automation's service fees and is not included in any retainer or package price.
3. SJN Automation does not hold, manage, or take responsibility for Client funds paid to advertising platforms.
4. We will advise on recommended ad spend budgets but the final decision rests with the Client. We cannot guarantee results from any level of ad spend.
5. The Client retains full ownership of their advertising accounts at all times. SJN Automation operates with delegated access only. Upon termination, SJN Automation will remove its access promptly and return full control to the Client.

6. Client Obligations

To enable us to deliver the services effectively, the Client agrees to:

1. Provide accurate and complete information reasonably required for the delivery of services.
2. Respond to reasonable requests for information, approvals, or feedback within 5 business days.
3. Fund their advertising accounts promptly and maintain sufficient ad spend budgets to run campaigns.
4. Attend scheduled check-in calls and strategy sessions as agreed.
5. Not engage or instruct any third party to provide paid social media lead generation services specifically for their heating and plumbing business during the term of the contract without our prior written consent.
6. Ensure that all information, materials, and data provided to us does not infringe the intellectual property or other rights of any third party.

Where delays or failures in delivery are caused by the Client's failure to meet these obligations, SJN Automation will not be liable for any resulting impact on results or timelines.

7. Results and Guarantees

1. We do not guarantee specific results, lead volumes, conversion rates, or revenue outcomes. Marketing results are influenced by numerous factors outside our control, including market conditions, ad platform algorithms, and client responsiveness.
2. Where a performance guarantee or "Win Your Money Back" mechanic has been offered in the Service Agreement, the specific conditions, qualifying actions required by the Client, and refund mechanism are as set out in that agreement.
3. Any guarantee is conditional on the Client fulfilling their obligations as set out in Section 6 of these terms. Failure by the Client to meet their obligations will void any guarantee.
4. Past results achieved for other clients do not guarantee future results for any new client.

8. Intellectual Property

1. All intellectual property created by SJN Automation in the course of delivering services — including ad copy, funnels, automation workflows, and systems — remains the property of SJN Automation until full payment has been received for all outstanding invoices.
2. Upon full payment, ownership of deliverables created specifically for the Client (including bespoke ad copy, landing pages, and custom automations) transfers to the Client.
3. SJN Automation retains ownership of all underlying frameworks, templates, methodologies, and pre-existing intellectual property used in delivering the services. The Client is granted a perpetual, non-exclusive licence to use such frameworks and templates as incorporated into their deliverables.
4. The Client warrants that any materials they provide to us (logos, images, copy, business information) do not infringe any third-party rights.

9. Confidentiality

1. Both parties agree to keep confidential any proprietary or sensitive business information shared in the course of the engagement.
2. This obligation does not apply to information that is or becomes publicly available through no fault of the receiving party, or that is required to be disclosed by law.
3. This confidentiality obligation survives termination of the contract for a period of 5 years.

10. Limitation of Liability

1. SJN Automation's total liability to the Client in connection with these terms and the services shall not exceed the total fees paid by the Client in the 12 months preceding the claim.
2. We shall not be liable for any indirect, consequential, or special losses, including loss of profit, loss of revenue, loss of data, or loss of business opportunity.
3. Nothing in these terms limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.
4. We are not liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including but not limited to platform outages, changes to advertising platform policies, or acts of God.

11. Termination

1. Either party may terminate the contract immediately by written notice if the other party commits a material breach of these terms and fails to remedy it within 14 days of written notice.
2. Either party may terminate immediately if the other becomes insolvent, enters administration, or is subject to a winding-up order.
3. On termination for any reason, all outstanding fees become immediately due and payable.

12. Data Protection

1. Both parties agree to comply with all applicable UK data protection legislation, including the UK GDPR and the Data Protection Act 2018.
2. Where SJN Automation processes personal data on behalf of the Client (for example, lead data generated through advertising campaigns), the Client is the data controller and SJN Automation acts as a data processor. A Data Processing Agreement will be provided upon request.
3. Our full privacy policy is available at sjnautomation.com/privacy-policy.

13. General

1. These terms, together with the Service Agreement, constitute the entire agreement between the parties and supersede all prior discussions, representations, or agreements.
2. The Client warrants that they are entering into this agreement in the course of their business and not as a consumer. The Client confirms they are a business contracting for business purposes.
3. We reserve the right to update these terms from time to time. Clients will be notified of material changes. Continued use of our services following notification constitutes acceptance of the updated terms.
4. If any provision of these terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
5. These terms are governed by the laws of England and Wales. Any disputes will be subject to the exclusive jurisdiction of the courts of England and Wales.
6. No waiver of any term shall constitute a continuing waiver of that term or any other term.

14. Contact

For any questions regarding these terms and conditions, please contact: