Terms of Service
These Terms of Service govern the provision of marketing-strategy and related professional services by Northstar Marketing Strategy Ltd ("Northstar Marketing Strategy Ltd", "we", "us", or "our") to any client, user, or other person or entity ("you" or "Client") that engages our services or accesses our materials. By requesting, accepting, or using our services, you agree to be bound by these Terms of Service.
Company: Northstar Marketing Strategy Ltd
Address: Northstar Strategy, 27 High Street, Milton Keynes, MK11 1AA, United Kingdom
Email: [email protected]
Phone: +44 1908 624 781
1. Introduction and acceptance of terms
These Terms of Service form a legally binding agreement between you and Northstar Marketing Strategy Ltd in relation to our marketing-strategy services. By engaging us, signing a proposal or statement of work, paying an invoice, or otherwise instructing us to proceed, you confirm that you have read, understood, and accepted these Terms of Service.
If you do not agree to these Terms of Service, you must not use our services. Any additional terms proposed by you shall only apply if expressly accepted by Northstar Marketing Strategy Ltd in writing.
2. Scope of services
Northstar Marketing Strategy Ltd provides professional marketing-strategy services, which may include, without limitation:
- Market research and audience analysis;
- Brand positioning strategy;
- Go-to-market planning;
- Competitor and category analysis;
- Content and campaign strategy;
- Customer journey mapping;
- Marketing performance audits; and
- Related advisory, planning, reporting, and workshop services agreed in writing.
Specific deliverables, timelines, milestones, assumptions, and fees will be set out in a quotation, proposal, statement of work, order form, or similar written agreement. Any service not expressly included in the agreed scope is outside the contracted services and may require a separate agreement and additional charges.
We may rely on information, data, and materials supplied by you or third parties. We are not responsible for delays, inaccuracies, or performance issues caused by incomplete, outdated, misleading, or late-provided information.
3. User obligations and responsibilities
You agree to:
- Provide accurate, complete, and timely information reasonably required for us to perform the services;
- Ensure that any materials, data, instructions, and content you supply do not infringe the rights of third parties or breach any law;
- Review deliverables promptly and notify us of any concerns, errors, or required clarifications within a reasonable time;
- Cooperate in good faith and make available appropriate personnel or decision-makers where needed;
- Use the deliverables only for lawful purposes and in accordance with any agreed licence or restrictions;
- Obtain all necessary approvals, consents, and permissions for implementation of strategies, campaigns, or recommendations; and
- Not misuse our services, outputs, or intellectual property.
You are solely responsible for business decisions made based on our advice, research, reports, or recommendations. Our services are advisory in nature and do not guarantee commercial outcomes, revenue, rankings, audience response, or market performance.
4. Payment terms and conditions
Fees, payment schedules, and billing terms will be set out in the applicable proposal or invoice. Unless otherwise agreed in writing:
- All fees are payable in the currency stated on the invoice;
- Invoices are due within 14 days of the invoice date;
- We may require advance payment, part payment, or a retainer before commencing work;
- All fees are exclusive of VAT or other applicable taxes unless stated otherwise;
- You are responsible for all bank charges, transfer fees, and similar charges imposed by your payment provider;
- Late payments may result in suspension of services until all outstanding amounts are paid in full; and
- We reserve the right to charge interest and reasonable recovery costs on overdue amounts to the extent permitted by applicable law.
Unless expressly agreed otherwise, fees are non-cancellable once work has commenced and may reflect time spent, resources allocated, and work completed up to the date of termination or cancellation.
5. Cancellation and refund policy
You may cancel a project by giving written notice to Northstar Marketing Strategy Ltd. Cancellation will take effect on the date we receive your notice, unless a later date is agreed in writing.
Unless otherwise stated in a signed agreement:
- Any deposit or retainer is non-refundable to the extent work has been reserved, planned, commenced, or cost incurred;
- Where cancellation occurs after work has begun, you must pay for all completed work, time spent, expenses incurred, and any committed third-party costs;
- Refunds, if any, are issued only at our discretion or where required by law;
- No refund is due for partial use, delay caused by you, failure to implement recommendations, or dissatisfaction based on subjective preference where services have been delivered in accordance with the agreed scope; and
- We may cancel or suspend services where you materially breach these Terms of Service, fail to pay, or provide instructions that are unlawful, misleading, or impossible to implement.
If a project is paused by you for more than 30 days, we may treat the project as suspended and may re-quote, re-schedule, or close the matter, subject to payment for work completed and costs incurred.
6. Liability limitations
To the fullest extent permitted by law, Northstar Marketing Strategy Ltd shall not be liable for:
- Indirect, incidental, special, consequential, or punitive losses;
- Loss of profit, revenue, business opportunity, goodwill, or anticipated savings;
- Loss arising from your reliance on incomplete, outdated, or inaccurate information provided by you or third parties;
- Loss arising from third-party actions, platform changes, market conditions, or implementation decisions made by you;
- Any failure to achieve particular commercial, financial, or strategic outcomes; or
- Any loss resulting from unauthorised access to your systems or data not caused by our proven breach.
Nothing in these Terms of Service excludes or limits liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or any other liability that cannot lawfully be excluded or limited.
Subject to the above, our total aggregate liability arising out of or in connection with the services, whether in contract, tort, negligence, breach of statutory duty, or otherwise, shall be limited to the total fees paid by you to Northstar Marketing Strategy Ltd for the specific services giving rise to the claim in the 12 months preceding the event giving rise to the claim, unless a different cap is required by law or expressly agreed in writing.
7. Intellectual property rights
All pre-existing intellectual property, methodologies, templates, know-how, tools, frameworks, processes, and materials used or developed by Northstar Marketing Strategy Ltd before or independently of the engagement remain our property.
Upon full payment of all fees due, you will receive a non-exclusive, non-transferable licence to use the final deliverables for your internal business purposes and for the specific project or campaign agreed, unless a broader assignment or licence is expressly stated in writing.
You may not:
- Resell, sublicense, publish, or distribute our deliverables to third parties without our prior written consent;
- Remove proprietary notices or branding from our materials where such notices are present;
- Use our methodologies or materials to create competing services or derivative works, except as permitted by law or written agreement; or
- Claim ownership of any of our pre-existing materials, templates, or underlying work product.
Where third-party materials are incorporated into deliverables, those materials remain subject to the relevant third-party licence terms.
8. Data protection and privacy
Northstar Marketing Strategy Ltd will process personal data in accordance with applicable data protection and privacy laws to the extent such laws apply to our business relationship. We will use personal data only for legitimate business purposes including service delivery, communications, billing, compliance, record-keeping, and improvement of our services.
You confirm that any personal data you provide to us has been collected lawfully and that you have provided any necessary notices, disclosures, and consents required for us to process such data for the agreed purposes.
Where relevant, we may act as a data controller or data processor depending on the nature of the services and the circumstances of processing. If a data processing agreement is required, the parties will execute one separately. We may use trusted service providers to support our operations, subject to appropriate confidentiality and data protection safeguards.
Further information about how we handle personal data may be provided in a separate privacy notice, which supplements these Terms of Service.
9. Force majeure
We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from events beyond our reasonable control, including but not limited to:
- Natural disasters, fire, flood, epidemic, pandemic, or extreme weather;
- War, terrorism, civil unrest, riot, or labour dispute;
- Power failures, internet outages, cyber incidents, or failures of third-party platforms or service providers;
- Government action, legal restrictions, sanctions, or regulatory changes;
- Failure of suppliers, contractors, or hosting providers; or
- Any other event that could not reasonably have been foreseen or prevented.
Where a force majeure event continues for an extended period, either party may discuss suspension, rescheduling, or termination of the affected services on reasonable notice.
10. Changes to terms
Northstar Marketing Strategy Ltd may update or amend these Terms of Service from time to time to reflect changes in our business, services, or applicable legal requirements. The updated terms will apply from the date they are published or otherwise communicated to you, unless a later effective date is stated.
If you continue to use our services after the updated terms become effective, you will be deemed to have accepted the revised terms. Where a change materially affects an ongoing engagement, we will use reasonable efforts to notify you in advance.
11. Applicable law and jurisdiction
These Terms of Service and any dispute or claim arising out of or in connection with them, their subject matter, or formation shall be governed by and construed in accordance with the laws of England and Wales.
Subject to any mandatory legal requirements, the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising from or relating to these Terms of Service or the services provided by Northstar Marketing Strategy Ltd.
12. Contact information
If you have any questions, complaints, notices, or requests relating to these Terms of Service, please contact:
Northstar Marketing Strategy Ltd
Northstar Strategy, 27 High Street, Milton Keynes, MK11 1AA, United Kingdom
Email: [email protected]
Phone: +44 1908 624 781
Notices should be sent in writing to the contact details above and will be deemed received in accordance with applicable law and ordinary business practice.
13. Severability clause
If any provision of these Terms of Service is held to be invalid, illegal, or unenforceable by a court or competent authority, that provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision shall be severed and the remaining provisions shall continue in full force and effect.
No failure or delay by Northstar Marketing Strategy Ltd in exercising any right or remedy under these Terms of Service shall operate as a waiver of that right or remedy.
By engaging the services of Northstar Marketing Strategy Ltd, you acknowledge that you have read, understood, and agreed to these Terms of Service.