Terms and Conditions

1. Introduction

These Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“Client” or “you”) and SEO Optimisation, a digital marketing and SEO agency operating in Gauteng, South Africa (“Company”, “we”, “our”, or “us”). These Terms apply to all services provided by SEO Optimisation, including but not limited to search engine optimisation, website design, content creation, Google Ads management, and related digital marketing services.

By signing a service agreement, making payment, or instructing us to commence work, you acknowledge that you have read, understood, and agree to be bound by these Terms.

2. Services

SEO Optimisation provides the following categories of services:

• Search Engine Optimisation (SEO): On-page, off-page, technical SEO, keyword research, and content strategy.
• Local SEO & Google Business Profile: Google Maps optimisation, citation building, and local ranking improvement.
• Website Services: WordPress development, website design, landing page design, and website speed optimisation.
• AI & LLM Search Ranking: Optimisation for AI-driven search engines including ChatGPT, Perplexity, and generative search results.
• Paid Advertising: Google Ads management and campaign optimisation.
• Content Services: SEO content writing, content gap analysis, and content strategy.

The specific scope of services, deliverables, timelines, and fees will be set out in a separate Service Agreement or proposal accepted by both parties. These Terms form part of and are incorporated into any such Service Agreement.

3. Client Obligations

To enable SEO Optimisation to deliver services effectively, you agree to:

• Provide timely access to your website, Google accounts, hosting environment, and any other platforms required to deliver the agreed services.
• Supply accurate and complete information, content, and materials as reasonably requested.
• Designate a primary contact person authorised to give instructions and approve work on your behalf.
• Respond to requests for feedback, approvals, or content within a reasonable timeframe (generally 5 business days). Delays caused by non-response may affect agreed timelines.
• Not engage conflicting third-party SEO or link-building services during the term without prior written consent.
• Notify us promptly of any changes to your website, business, or target market that may affect the services.

4. Payment Terms & Fees

Fees for services are as specified in the Service Agreement or proposal. Unless otherwise agreed in writing:

• Monthly retainer fees are payable in advance on the 1st of each month.
• One-time or project fees are payable as per the payment schedule outlined in the proposal (typically 50% deposit before commencement and 50% on completion).
• All fees are quoted exclusive of VAT where applicable.
• Invoices not paid within 7 days of the due date may attract interest at the rate of 2% per month on the outstanding balance.
• We reserve the right to suspend services if payment is more than 14 days overdue, without liability to you.
• All third-party costs (e.g., paid advertising spend, premium tools, stock images, domain registration) are in addition to our service fees and will be agreed in advance.

Payments may be made by EFT to our designated bank account or by any other payment method confirmed in writing. Receipt of payment will be confirmed by tax invoice.

5. Intellectual Property Rights

5.1 Our Materials

All methodologies, processes, tools, templates, proprietary data, and pre-existing intellectual property used by SEO Optimisation in delivering the services remain our exclusive property at all times. These are made available to you under a limited, non-transferable licence for the duration of the engagement only.

5.2 Deliverables

Upon receipt of full payment for the relevant services, ownership of bespoke deliverables created specifically for you (such as website designs, written content, and reports) transfers to you. This excludes any third-party licensed materials, our proprietary tools, and any materials subject to ongoing subscription-based licences.

5.3 Portfolio & Promotion

You grant us a non-exclusive right to reference your business as a client and to use anonymised results and screenshots in our portfolio, case studies, and marketing materials, unless you expressly request otherwise in writing.

6. Confidentiality

Both parties agree to keep confidential all non-public information received from the other party in connection with the services (“Confidential Information”). Confidential Information shall not be disclosed to any third party without prior written consent, except as required by law or to professional advisers bound by equivalent confidentiality obligations. This obligation survives termination of the engagement for a period of two (2) years.

7. No Guarantee of Results

SEO Optimisation will apply industry best practices, expertise, and commercially reasonable efforts to improve your search engine rankings, organic traffic, and online visibility. However:

• We cannot guarantee specific rankings on Google or any other search engine, as rankings are determined by search engine algorithms beyond our control.
• Search engine algorithms change frequently and without notice, which may affect rankings regardless of the quality of SEO work performed.
• Results timelines vary depending on your industry, competition, website history, and other factors.
• Any projected results provided in proposals or reports are estimates based on experience and available data, not guarantees.

No refund will be issued on the basis of failure to achieve specific ranking positions, provided that the agreed services have been delivered in accordance with these Terms.

8. Limitation of Liability

To the maximum extent permitted by applicable law:

• SEO Optimisation’s total liability arising from or related to these Terms or any Service Agreement shall not exceed the total fees paid by you in the three (3) months immediately preceding the event giving rise to the claim.
• We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of revenue, loss of data, or loss of business opportunity, even if advised of the possibility of such damages.
• We shall not be liable for any damages arising from Google algorithm updates, third-party platform changes, or events outside our reasonable control.

Nothing in these Terms limits liability for fraud, gross negligence, or any liability that cannot be excluded by South African law, including under the Consumer Protection Act, 68 of 2008.

9. Indemnification

You agree to indemnify, defend, and hold harmless SEO Optimisation and its directors, employees, and contractors from and against any claims, liabilities, damages, losses, and expenses (including legal fees) arising out of or in connection with: (a) your breach of these Terms; (b) content or materials you provide to us; (c) your violation of any applicable laws or third-party rights; or (d) your use of the deliverables in a manner not authorised by these Terms.

10. Term and Termination

10.1 Term

Monthly retainer agreements continue on a month-to-month basis unless a minimum term is specified in the Service Agreement. Project-based engagements terminate upon delivery and final payment of the deliverables.

10.2 Termination by Client

You may terminate a monthly retainer by giving 30 days’ written notice. You remain liable for all fees during the notice period and for any work already completed or in progress at the time of termination.

10.3 Termination by SEO Optimisation

We may terminate the engagement immediately by written notice if: (a) you fail to pay any amount due within 21 days of the due date; (b) you breach any material term of these Terms and fail to remedy the breach within 14 days of written notice; or (c) you become insolvent or enter business rescue proceedings.

10.4 Effect of Termination

Upon termination, all outstanding fees become immediately due. We will provide you with all deliverables completed and paid for up to the termination date. Ongoing access to third-party tools or services procured on your behalf will cease.

11. Force Majeure

Neither party shall be liable for delays or failure in performance resulting from causes beyond their reasonable control, including load shedding, natural disasters, acts of government, internet outages, or other force majeure events. The affected party must notify the other promptly and use reasonable efforts to resume performance as soon as practicable.

12. Amendments

We may update these Terms from time to time. Material changes will be communicated to existing clients by email at least 14 days before taking effect. Continued use of our services after the effective date of changes constitutes acceptance of the updated Terms. The most current version of these Terms is available on our website.

13. Governing Law & Jurisdiction

These Terms and any dispute arising from them shall be governed by and construed in accordance with the laws of the Republic of South Africa. Any disputes that cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the courts of Gauteng, South Africa. The parties agree to attempt to resolve any dispute by good-faith negotiation before initiating formal proceedings.

14. General

• Entire Agreement: These Terms, together with the relevant Service Agreement, constitute the entire agreement between the parties and supersede all prior representations, arrangements, or understandings relating to the subject matter.
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
• Waiver: Failure to enforce any provision of these Terms shall not constitute a waiver of that provision.
• Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights to a successor or related entity.

15. Contact Information

For questions about these Terms and Conditions, please contact us:

• Business: SEO Optimisation
• Location: Gauteng, South Africa
• Phone: 082 045 0132
• Website: seooptimisation.co.za
• Contact Page: Contact Form