Terms & Conditions

1 Agreement

These Terms & Conditions govern the relationship between Maxout Media Ltd, a company registered in Scotland, United Kingdom ("we", "us", "the agency"), and any individual or business ("you", "the client") that engages our services or uses this website.

These terms apply as a baseline where no separate written contract exists between the parties. Where a signed contract or service agreement is in place, that document takes precedence over these terms in the event of any conflict.

2 Services

Maxout Media Ltd provides paid media management and related services including, but not limited to, advertising on Meta (Facebook and Instagram), Google, and TikTok, as well as creative production and conversion rate optimisation.

The specific scope, deliverables, and fees for any engagement will be agreed in writing prior to work commencing. Any work outside the agreed scope requires written approval and may be subject to additional fees.

We reserve the right to decline or discontinue work that conflicts with our values, violates platform policies, or falls outside our area of expertise.

3 Client obligations

To allow us to deliver services effectively, you agree to:

• Provide timely access to ad accounts, assets, and any information reasonably required to perform the agreed services
• Ensure that all content, products, and claims provided to us comply with applicable laws and platform advertising policies
• Maintain sufficient advertising budget in connected accounts to allow campaigns to run as planned
• Respond to requests for approval or feedback within a reasonable timeframe — delays on your part may affect campaign performance and timelines
• Notify us promptly of any material changes to your business, products, or target market that may affect campaign strategy

We accept no liability for underperformance or delays resulting from a failure to meet these obligations.

4 Payment terms

Fees are as agreed in writing prior to the commencement of services. Unless otherwise stated:

• Invoices are due within 14 days of the invoice date
• Retainer fees are invoiced monthly in advance
• Ad spend is separate from agency fees and is the sole responsibility of the client
• Late payments may result in work being paused until the outstanding balance is settled

We reserve the right to charge statutory interest on overdue invoices in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

5 Results disclaimer

Any projections, targets, or forecasts we provide are estimates based on available data and experience. They are not contractual commitments. We will always act in good faith and apply our best expertise to deliver results, but we cannot and do not guarantee specific outcomes such as ROAS, revenue, or sales volume.

6 Intellectual property

Unless otherwise agreed in writing, the following applies to creative assets and strategic work produced by Maxout Media Ltd:

• Ad creative and copy produced for your campaigns becomes your property upon full payment of the relevant invoice
• Strategy documents, frameworks, and proprietary methodologies remain the intellectual property of Maxout Media Ltd and are licensed to you for use within the agreed engagement only
• You grant us a non-exclusive licence to use your brand assets (logo, imagery, product content) solely for the purpose of delivering the agreed services

We reserve the right to reference our work with you as a case study or in our portfolio, unless you have requested otherwise in writing.

7 Confidentiality

Both parties agree to keep confidential any non-public information shared during the course of the engagement — including business data, ad account access, and pricing — and not to disclose it to third parties without prior written consent.

This obligation does not apply to information that is already publicly available, independently developed, or required to be disclosed by law. It also does not restrict Maxout Media Ltd from referencing client results — including performance data, spend levels, ROAS, and high-level strategic approach — in our own marketing, case studies, or portfolio materials, unless you have explicitly requested otherwise in writing.

8 Limitation of liability

To the fullest extent permitted by law, Maxout Media Ltd's total liability to you in connection with any engagement shall not exceed the total fees paid by you to us in the three months preceding the event giving rise to the claim.

We are not liable for any indirect, consequential, or loss-of-profit damages arising from our services, including — but not limited to — losses resulting from ad platform changes, account suspensions, or campaign underperformance.

Nothing in these terms limits liability for fraud, death, or personal injury caused by negligence.

9 Termination

Either party may terminate an engagement by providing written notice in accordance with the notice period agreed in the relevant proposal or contract. In the absence of a specific agreement, 30 days' written notice is required.

We reserve the right to terminate immediately and without notice if:

• A payment is overdue by more than 30 days
• You breach these terms in a material way and fail to remedy the breach within 14 days of written notice
• Continuing the engagement would require us to violate platform policies or applicable law

Upon termination, any outstanding invoices become immediately due. We will provide reasonable assistance in transitioning ad account access back to you.

10 Governing law

These Terms & Conditions are governed by the laws of Scotland. Any disputes arising from or in connection with these terms shall be subject to the exclusive jurisdiction of the Scottish courts.

For any questions regarding these terms, contact us at zen@maxout-media.com.