Here's a comprehensive Terms and Conditions document for GUD Media Limited tailored to your local SEO and reputation management services:
Terms and Conditions
Last updated: 12 February 2026
These Terms and Conditions ("Terms") govern the provision of services by GUD Media Limited ("GUDMedia", "we", "us", "our") to you ("Client", "you", "your").
1. Definitions
"Agreement" means these Terms together with any Order Form, Service Specification, or proposal accepted by you.
"Client Content" means any data, text, images, logos, branding, or other materials you provide to us for use in delivering the Services.
"Confidential Information" means any non-public information disclosed by one party to the other in connection with this Agreement.
"Deliverables" means the specific outputs, reports, or work product described in the Order Form or Service Specification.
"Order Form" means a written or electronic order, proposal, or statement of work signed or accepted by you that describes the Services to be provided.
"Services" means local SEO, reputation management, and related digital marketing services provided by us as specified in the Order Form.
2. Application of Terms
2.1 These Terms apply to all Services provided by GUD Media Limited and supersede any other terms proposed by you unless expressly agreed in writing by an authorised director of GUD Media Limited.
2.2 By accepting an Order Form, placing an order, or making payment for Services, you agree to be bound by these Terms.
2.3 We reserve the right to update these Terms at any time by posting revised Terms on our website. Continued use of our Services after such changes constitutes acceptance of the updated Terms.
3. Services and Scope
3.1 We will provide the Services described in the Order Form in accordance with the Service Specification and these Terms.
3.2 Our Services may include, but are not limited to:
Local SEO audits and optimization
Google Business Profile management
Reputation monitoring and review management
Citation building and local listing optimization
On-page and technical SEO
Reporting and performance analysis
3.3 The scope of Services is limited to what is described in the Order Form. Any additional work outside the agreed scope will require a separate Order Form and may incur additional charges.
3.4 We will use reasonable skill and care in performing the Services, but we do not guarantee specific rankings, traffic levels, review scores, or other outcomes as search engines and third-party platforms operate independently and change their algorithms regularly.
4. Client Obligations
4.1 You agree to:
Provide timely access to websites, accounts, credentials, and Client Content necessary for us to perform the Services.
Respond to requests for information, approvals, or feedback within reasonable timeframes.
Ensure that all Client Content you provide is accurate, lawful, and does not infringe third-party rights.
Comply with all applicable laws, including data protection, advertising standards, and consumer protection regulations.
4.2 You are responsible for maintaining backups of your website and data. We are not liable for any loss or corruption of data resulting from our Services.
4.3 You must not make changes to your website, domain, hosting, or technical setup that may affect the Services without notifying us in advance. We are not liable for delays or additional costs caused by such changes.
4.4 You warrant that you have the authority to engage us and accept these Terms on behalf of your business.
5. Fees and Payment
5.1 You agree to pay the fees set out in the Order Form. Unless otherwise stated, all fees are exclusive of VAT, which will be charged at the prevailing rate.
5.2 Payment terms are as follows unless otherwise stated in the Order Form:
Setup or project fees: payable in full before work commences or as specified in the Order Form.
Recurring monthly fees: payable in advance on the first day of each month by direct debit, standing order, or card payment.
5.3 Invoices are due for payment within 14 days of the invoice date.
5.4 Late payments may incur interest at the rate of 8% per annum above the Bank of England base rate in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
5.5 We reserve the right to suspend Services if payment is overdue by more than 14 days until all outstanding amounts are paid.
5.6 All fees are non-refundable except where otherwise stated in these Terms or required by law.
6. Term and Termination
6.1 The Agreement commences on the date you accept the Order Form and continues for the Initial Term specified in the Order Form (if any).
6.2 If no minimum term is specified, the Agreement continues on a rolling monthly basis and either party may terminate by giving at least 30 days' written notice.
6.3 If a minimum term is specified, either party may terminate at the end of that term by giving at least 30 days' written notice before the end date.
6.4 If you terminate before the end of a minimum term, you remain liable for all fees due for the remainder of that term.
6.5 Either party may terminate immediately by written notice if:
The other party commits a material breach and fails to remedy it within 14 days of written notice.
The other party becomes insolvent, enters administration, or ceases trading.
6.6 We may suspend or terminate Services immediately if you breach these Terms, fail to pay fees, or engage in unlawful or abusive conduct.
6.7 On termination:
All outstanding fees become immediately due and payable.
We will cease providing Services and may remove your access to accounts or tools.
We may retain copies of work product and data for our records and legal obligations.
Clauses that are intended to survive termination (including confidentiality, liability, and intellectual property provisions) will continue to apply.
7. Intellectual Property
7.1 You retain all intellectual property rights in Client Content. By providing Client Content to us, you grant us a non-exclusive, worldwide licence to use, reproduce, and modify it solely for the purpose of delivering the Services.
7.2 We retain all intellectual property rights in our methodologies, tools, processes, reports, templates, and any other work product created by us (excluding Client Content).
7.3 Upon full payment of all fees, we grant you a non-exclusive, non-transferable licence to use Deliverables for your internal business purposes. You may not resell, redistribute, or sublicense Deliverables without our prior written consent.
7.4 Any pre-existing intellectual property owned by us or our licensors (including software, tools, and templates) remains our property and is licensed to you solely for use in connection with the Services.
8. Confidentiality
8.1 Each party agrees to keep confidential all Confidential Information disclosed by the other party and to use it only for the purposes of this Agreement.
8.2 This obligation does not apply to information that:
Is or becomes publicly available through no breach of this Agreement.
Was already known to the receiving party before disclosure.
Is independently developed by the receiving party.
Must be disclosed by law or court order.
8.3 This confidentiality obligation survives termination of the Agreement.
9. Data Protection
9.1 Each party agrees to comply with all applicable data protection laws, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.
9.2 To the extent we process personal data on your behalf in delivering the Services, you are the data controller and we are the data processor. We will process personal data only in accordance with your written instructions and our obligations under data protection law.
9.3 We will implement appropriate technical and organisational measures to protect personal data and will not transfer personal data outside the UK without appropriate safeguards.
9.4 You warrant that you have obtained all necessary consents and have a lawful basis for any personal data you provide to us or instruct us to collect.
10. Warranties and Disclaimers
10.1 We warrant that:
We will perform the Services with reasonable skill and care.
We have the right and authority to enter into this Agreement and provide the Services.
10.2 Except as expressly stated in these Terms, we provide the Services "as is" and make no other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement.
10.3 We do not warrant that:
The Services will achieve specific results, rankings, traffic levels, conversions, or other outcomes.
The Services will be uninterrupted, error-free, or secure.
Third-party platforms (including search engines, Google, social media, or review sites) will behave in any particular way.
11. Limitation of Liability
11.1 Nothing in these Terms excludes or limits liability for:
Death or personal injury caused by negligence.
Fraud or fraudulent misrepresentation.
Any other liability that cannot be excluded or limited under applicable law.
11.2 Subject to clause 11.1, our total aggregate liability to you under or in connection with this Agreement (whether in contract, tort, negligence, breach of statutory duty, or otherwise) shall be limited to the total fees paid by you to us in the 12 months immediately preceding the event giving rise to the claim.
11.3 Subject to clause 11.1, we shall not be liable for:
Loss of profits, revenue, business, contracts, or anticipated savings.
Loss of or damage to data.
Loss of reputation or goodwill.
Any indirect, consequential, or special losses.
11.4 We are not liable for losses caused by:
Your failure to comply with these Terms or provide accurate information.
Changes made by you or third parties to websites, domains, technical setup, or accounts without our knowledge.
Changes to search engine algorithms, platform policies, or third-party services beyond our control.
Force majeure events (see clause 13).
12. Indemnity
12.1 You agree to indemnify, defend, and hold us harmless from and against all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising from:
Your breach of these Terms.
Your use of the Services in violation of applicable law.
Any claim that Client Content infringes third-party intellectual property rights or violates any law.
Your breach of data protection or other regulatory obligations.
13. Force Majeure
13.1 Neither party shall be liable for any failure or delay in performing its obligations under this Agreement to the extent that such failure or delay is caused by events beyond its reasonable control, including acts of God, war, terrorism, strikes, pandemics, government restrictions, or failures of the internet, telecommunications, or third-party platforms.
13.2 If a force majeure event continues for more than 60 days, either party may terminate this Agreement by written notice.
14. Third-Party Services and Links
14.1 The Services may involve the use of third-party platforms, tools, or services (such as Google, search engines, review sites, or analytics providers).
14.2 We are not responsible for the availability, functionality, policies, or changes made by third-party services. Your use of third-party services may be subject to separate terms and conditions.
14.3 We may provide links to third-party websites for your convenience. We do not endorse or assume responsibility for the content or practices of third-party sites.
15. No Partnership or Agency
15.1 Nothing in this Agreement creates a partnership, joint venture, employment, or agency relationship between the parties. Neither party has authority to bind the other or make commitments on its behalf.
16. Assignment
16.1 You may not assign, transfer, or subcontract your rights or obligations under this Agreement without our prior written consent.
16.2 We may assign or subcontract our rights and obligations under this Agreement to third parties, including subcontractors or in the event of a sale or transfer of our business.
17. Entire Agreement
17.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, representations, and understandings (whether written or oral) relating to the subject matter.
17.2 Any variation to this Agreement must be agreed in writing and signed by both parties.
18. Notices
18.1 All notices under this Agreement must be in writing and sent to the address or email provided by the relevant party.
18.2 Notices sent by email are deemed received on the same business day if sent before 5pm UK time, otherwise on the next business day. Notices sent by post are deemed received 3 business days after posting.
19. Severability
19.1 If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
20. Waiver
20.1 No failure or delay by either party in exercising any right or remedy under this Agreement shall constitute a waiver of that right or remedy.
21. Governing Law and Jurisdiction
21.1 This Agreement is governed by and construed in accordance with the laws of England and Wales.
21.2 The parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to resolve any disputes arising under or in connection with this Agreement.
22. Contact Information
If you have any questions about these Terms, please contact us:
