terms of service
1. Definitions and Interpretation
Business Day: Any day (other than Saturday or Sunday) on which ordinary banks in the United Kingdom are open for their full range of normal business.
Commencement Date: The date on which the provision of the Services shall commence, as set out in Schedule 2 of the Service Agreement.
Confidential Information: Information disclosed by either Party pursuant to or in connection with the Service Agreement.
Data Protection Legislation: Refers to the General Data Protection Regulation (GDPR) and any national implementing laws, regulations, and secondary legislation.
Fees: Sums due under this Agreement from the Customer to the Service Provider, as specified in Schedule 2.
Services: The services provided by the Service Provider to the Customer as defined in Schedule 1 of the Service Agreement.
Term: The term of this Agreement as set out in Clause 9.
2. Provision of the Services
2.1 The Service Provider commits to providing the Services with reasonable skill and care, adhering to prevailing standards in the Amazon E-Commerce sector.
2.2 The Service Provider shall comply with all statutes, regulations, and rules relevant to the provision of the Services, ensuring legal and ethical practices.
2.3 The Customer shall provide timely and pertinent information necessary for the Service Provider to fulfill the Services effectively.
2.4 The Service Provider may act on the Customer's behalf in certain specified matters related to the Services, promoting efficient collaboration.
2.5 The Service Provider will accommodate reasonable changes in the Services requested by the Customer, fostering flexibility and adaptability.
3. Customer’s Obligations
3.1 The Customer shall actively contribute by providing all necessary information required for the effective provision of Services.
3.2 The Customer may issue reasonable instructions compatible with the Service specifications, ensuring alignment with their business goals.
3.3 Timely decision-making, approval, or communication from the Customer is crucial for the Service Provider to maintain the flow of Services.
3.4 Any delays caused by the Customer's failure to comply with the provisions of this Clause shall not be the responsibility of the Service Provider.
3.5 Revision Allowance: During the 1st month Setup Phase, the Customer may request a maximum of two content revisions, comprising two rounds in total. Revisions exceeding this limit may incur additional charges, as specified in Schedule 2.
4. Fees, Payment, and Records
4.1 The Customer shall pay Fees to the Service Provider as outlined in Schedule 2, ensuring transparent financial arrangements.
4.2 Payment for the 1st month Setup Phase is due on the onboarding day, promoting prompt and efficient initiation of Services.
4.3 Subsequent payments will be deducted through direct debit or credit card/AMEX subscription, ensuring a streamlined and automated payment process.
4.4 Late Payment Clause: If the monthly service fee is not paid within 7 days from the due date, the customer incurs a late fee of £25, emphasizing timely payments.
4.5 Account Suspension Clause: If the monthly service fee remains unpaid for 14 days after the notice, the Service Provider may suspend services until the outstanding balance is settled.
4.6 Automatic Offboarding & Legal Process Clause: If the customer fails to make payment within 30 days from the due date, an automatic offboarding and legal process shall be initiated, involving a notification of termination and potential legal action through a debt collecting agency.
4.7 Parent ASIN Variation Limit: A maximum limit of 5 variations per Parent ASIN is established, with an additional charge of £199 per variation exceeding this limit.
4.8 Add-on Parent ASINs to Existing Marketplace: If the Customer requests to add new parent ASINs, the Service Provider will provide a quote for additional monthly management fees. A fee of £500 per new product is charged for setup or optimization.
4.9 Add-on Marketplaces: The Service Provider offers the inclusion of supplementary marketplaces for existing customers, subject to payment of 50% of the initial setup fees.
4.10 Reactivation Fee Clause: In case of Seller Central or Vendor Central account deactivation, reactivation services are subject to a fee of £2500.
4.11 Reimbursement Clause: In cases of successful recovery from Amazon, a reimbursement fee equivalent to 25% of the net amount will be due and payable, with the recovered funds credited to the Amazon Seller account.
4.12 Fee Re-evaluation Clause: After 12 months from the commencement date, a review of fees will be conducted to ensure fairness and reflect the value of services. Any adjustments will be communicated to the Customer at least 30 days in advance.
5. No Refunds
5.1 All payments made by the client are final, and the Service Provider does not provide refunds for any services rendered, establishing clarity and commitment.
5.2 Once the customer makes the purchase, they are bound by contract to pay for the service provided, emphasizing the non-refundable nature of the payment.
6. Liability, Indemnity and Insurance
6.1 The Service Provider shall not be liable for any loss or damage suffered by the customer resulting from the customer’s failure to follow instructions given by the Service Provider.
6.2 The Service Provider ensures that all Services comply with applicable laws and regulations, indemnifying the Customer against breaches.
6.3 The Service Provider is not liable for Amazon account deactivation, provided they have not intentionally or negligently violated Amazon's terms.
6.4 Neither Party is liable for delays or failures beyond their reasonable control, ensuring fairness in unforeseen circumstances.
6.5 The Customer acknowledges that all services are best practices, may contain information which is inaccurate, and that there is no implied warranty regarding any or all services offered by Ares Projects Ltd, its employees & contractors, etc.
6.6 To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
6.7 As a disclaimer, the customer understands that the Service Provider does not guarantee results for any service.
The Customer at times must provide documentation or information to the Service Provider to be able to fulfil Amazon’s policy. If the Customer is unable to provide such documentation, the Service Provider may be unable to move forward, and there will be no implied refund as such.
The Service Provider will abide by the conditions and Terms of Service provided by Amazon and any Local, State, Federal, or International Law as applicable.
7. Confidentiality
7.1 Both Parties undertake to treat all confidential information disclosed during the execution of this Agreement as strictly confidential.
7.2 Confidential Information includes information concerning the content of this Agreement, its execution and enforcement, and any business knowledge gained in connection to this Agreement.
7.3 Exceptions to confidential Information include situations where information is received from a third party, is publicly known, or is independently gained without breaching confidentiality.
8. Force Majeure
8.1 Neither Party is liable for failure or delay due to events beyond their reasonable control, such as power failure, civil unrest, or acts of war.
8.2 In the event of continuous force majeure for 15 days, the other Party may terminate the Agreement.
9. Terms and Termination
9.1 The Agreement comes into force on the Commencement Date and has a specified duration according to the Service Agreement.
10. Data Protection
10.1 All personal information processed by the Service Provider on behalf of the Customer under this Agreement will be collected, processed, and held in accordance with the provisions of the GDPR.
10.2 The Customer retains exclusive rights to the results of work created in connection with the services, and the Service Provider transfers or grants necessary rights to the Customer.
11. No Waiver
11.1 No failure or delay by either party in exercising any of their rights under this Agreement constitutes a waiver of that right, ensuring the consistent application of the Agreement.
12. Further Assurance
12.1 Both Parties shall execute necessary deeds, documents, and instruments to ensure the Agreement's full effect, fostering a commitment to the mutual objectives.
13. Costs
13.1 Each party shall bear its own costs in relation to the negotiation, preparation, and execution of this Agreement.
14. Set-Off
14.1 The Customer is not entitled to set-off any amounts against payments due to the Service Provider.
15. Relationship of the Parties
15.1 Nothing in this Agreement establishes a partnership, joint venture, or agency relationship between the Parties, emphasizing the independent nature of their collaboration.
16. Third Party Right
16.1 No third party shall have any rights under this Agreement, ensuring the exclusivity of the contractual relationship between the Customer and the Service Provider.
17. Notices
17.1 All notices under this Agreement must be in writing and deemed given if sent by email, personal delivery, or registered mail to the respective addresses specified in the Agreement.
18. Entire Agreement
18.1 The Agreement contains the entire understanding between the Parties, ensuring clarity and completeness in their commitments.
19. Counterparts
19.1 The Agreement may be executed in counterparts, allowing for flexibility in the signing process.
20. Severance
20.1 If any provision of this Agreement is found to be unlawful or invalid, such provision shall be deemed severed, and the remaining provisions shall continue in full force and effect.
21. Dispute Resolution
21.1 In the event of a dispute arising from or in connection with this Agreement, the Parties shall attempt to resolve it through negotiations. If resolution is not achieved, the dispute shall be referred to mediation.
22. Law and Jurisdiction
22.1 This Agreement is governed by and construed in accordance with the laws of England and Wales. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.
23. Zero Tolerance Policy
23.1 The Service Provider maintains a Zero Tolerance Policy towards unethical practices, such as fraudulent activities or violations of Amazon's policies, and reserves the right to terminate services without notice in such cases. The Service Provider shall notify the Customer promptly if such termination occurs.
These detailed points aim to provide a comprehensive understanding of the terms and conditions outlined in the agreement between the Customer and the Service Provider for Amazon agency services. It covers various aspects, including the provision of services, payment terms, confidentiality, and dispute resolution, among others. The specifics provided aim to create a clear and transparent framework for the parties involved.
We reserve the right to modify our terms of service at any time without notice. It is your responsibility to review our TOS.
If you have any questions or concerns regarding this refund policy, please contact us at +442034177353 or email us at support@aresprojects.com, we will get back to you within 24-48 hours from submission.