Terms of business

Who these terms are with

These Terms of Business apply to services supplied by Mint Choc Media Ltd, a company registered in England and Wales, company number 14391808, registered office 167-169 Great Portland Street, 5th Floor, London W1W 5PF, United Kingdom. In these terms we call ourselves we, us or Mint Choc Media, and we call you the client.

These services are for businesses

Mint Choc Media services are intended for businesses and professionals purchasing for purposes relating to their trade, business or profession. When you purchase or apply, you confirm that you are doing so on behalf of a business and that you have authority to bind that business.

We ask you to confirm this before purchase. That confirmation does not by itself remove every obligation that might arise under consumer law, and nothing in these terms excludes or limits any right you have that cannot lawfully be excluded or limited.

Definitions

• Audit means the Revenue Leak Audit.
• Sprint means the Revenue Recovery Sprint.
• Management means Meta Growth Management.
• Scope means the written description of the work to be carried out, including any Sprint Scope agreed before a Sprint begins.
• Deliverables means the reports, plans, briefs, frameworks and other materials we provide as part of the services.
• Client Materials means anything the client supplies to us, including creative assets, product information, brand assets and account access.

How an agreement is formed

For the Audit, an agreement is formed when we accept your order and confirm it. Placing an order is an offer, and we may decline it.

For the Sprint and Management, an application is not an agreement and does not oblige either side to proceed. An agreement is formed when we and the client have agreed a written Scope and fee and we have confirmed acceptance.

Where we agree a Scope with the client, that Scope and these terms together form the agreement. If they conflict, the Scope takes precedence on matters it expressly covers.

Scope of work

We provide the services described in the agreed Scope. Anything not described in it is out of scope.

The Sprint is not unlimited marketing work. It is a fixed period focused on the highest-impact acquisition problems identified and set out in the agreed Sprint Scope.

If the client wants additional work, we will agree it separately in writing, including any additional fee and any effect on timing.

Fees, payment and tax Review before launch

Fees are as stated on this website or in the agreed Scope. The Audit is payable in full at the point of purchase. Fees for the Sprint and Management are as agreed in writing before work begins.

Unless the Scope says otherwise, invoices are payable within 14 days of the invoice date. We may suspend work on overdue accounts, and we may charge interest and recover costs in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

Prices are stated in pounds sterling. The client is responsible for any bank charges on payment. Any tax treatment applicable to a supply will be identified on the relevant invoice.

Audit credit toward a Sprint

If a client who has purchased the Audit is accepted for and books a Sprint within 7 days of the Audit purchase, the full Audit fee is credited toward the Sprint fee. The credit is subject to the agreed Sprint Scope and these terms, and cannot be exchanged for cash or applied to anything else.

What we need from the client

Our work depends on the client providing what we need, promptly and accurately. That includes:

• access to the relevant advertising, analytics and ecommerce accounts
• accurate information about products, margins, offers and objectives where relevant
• timely responses to questions and requests for approval
• a named point of contact with authority to make decisions

Access should be granted at the minimum level reasonably necessary for the work. Read-only access is sufficient for the Audit, and we ask for read-only where read-only will do. Access should be granted through proper platform user or partner permissions. We do not ask clients to share passwords and clients should not send them to us.

If a delay is caused by the client, timescales move accordingly and we are not responsible for the consequences of that delay.

Third-party platforms

Our services depend on platforms operated by third parties, including Meta, Google and Shopify. We do not control them.

Those platforms change their policies, features, algorithms, reporting, approval processes and pricing without notice, and they suffer outages, account restrictions and data discrepancies. We are not responsible for a third-party platform's acts, omissions, changes, downtime or decisions, including advertising account restrictions or ad disapprovals, except to the extent caused by our own breach or negligence.

The client remains responsible for its own accounts and for complying with the terms of the platforms it uses.

Specialists and delivery partners

We may involve specialists in delivering work, including media buyers, creative specialists, UGC creators, editors and other contractors. We remain the contracting party and remain responsible for the services, unless the client and we agree otherwise in writing.

Involvement in delivery does not by itself make someone a processor of the client's personal data. Where a delivery partner does process personal data on the client's behalf, our Data Processing Addendum and the Subprocessors page apply.

Confidentiality

Each party will keep the other's confidential information confidential, use it only for the purposes of the agreement, and not disclose it except to those who need it and are under equivalent obligations.

This does not apply to information that is or becomes public other than through a breach, was already lawfully known, is independently developed, or must be disclosed by law or a regulator.

These obligations continue after the agreement ends.

Intellectual property Review before launch

The client retains ownership of Client Materials. The client grants us a licence to use them for the purpose of providing the services.

The client is responsible for ensuring it has the rights and permissions needed for Client Materials, including images, music, footage, trademarks and any person appearing in them.

On payment in full of the relevant fees, the client may use the Deliverables for its own business purposes. We retain ownership of our own methods, frameworks, templates, know-how and anything we developed before or independently of the engagement, and nothing prevents us using our general skill and experience for other clients.

Data protection

Each party will comply with applicable data protection law.

In many engagements each party acts as a controller for its own purposes. Where we process personal data on the client's behalf and on its instructions, we act as a processor and our Data Processing Addendum applies and forms part of the agreement. Not every engagement makes us a processor.

How we handle personal data as a controller is described in our Privacy Policy.

No guarantee of advertising outcomes

We do not guarantee any particular commercial result. We do not guarantee a return on ad spend, a cost per acquisition, revenue, growth, ranking, approval of any advertisement, or the performance of any campaign.

Advertising performance depends on many things outside our control, including budget, product, pricing, margin, offer, creative, website performance, stock availability, seasonality, competitor activity, market conditions and platform behaviour.

What we do commit to is carrying out the services with reasonable care and skill, and giving an honest account of what the data shows, including where the honest answer is that the constraint lies somewhere we were not engaged to fix.

Suspension and termination

Either party may terminate the agreement by written notice if the other commits a material breach that is not remedied within 14 days of being asked to remedy it, or becomes insolvent.

For ongoing Management, either party may terminate by giving the notice period set out in the agreed Scope.

We may suspend the services where fees are overdue, where access we need has been withdrawn, or where continuing would breach a platform's terms or the law.

On termination the client must pay for services provided and costs committed up to the termination date. Clauses that by their nature should survive termination will do so, including confidentiality, intellectual property, data protection and limitation of liability.

Liability Review before launch

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited.

Subject to that, neither party is liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business or opportunity, loss of goodwill, or any indirect or consequential loss.

Subject to the above, each party's total liability arising out of or in connection with the agreement is limited to an agreed cap.

Events outside reasonable control

Neither party is liable for failure or delay caused by something outside its reasonable control, including platform outages, third-party failures, industrial action, and acts of government. The affected party will tell the other promptly and both will act reasonably to limit the effect.

General

Notices. Notices may be given by email to the addresses the parties use for the engagement, and take effect when received during business hours.

Variation. Changes to the agreement must be agreed in writing.

Entire agreement. The agreed Scope and these terms are the whole agreement between the parties on their subject matter, and replace earlier discussions. This does not limit liability for fraudulent misrepresentation.

No partnership. Nothing creates a partnership, joint venture or employment relationship.

Third parties. A person who is not a party has no right to enforce the agreement.

Governing law. The agreement and any dispute arising out of it are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.