Terms of
Service

UClimb Ltd – Terms of Service

Last updated: 12th February 2026

These Terms of Service set out the terms on which UClimb Ltd provides digital marketing and related services, and the terms on which you may use our website at https://uclimb.co.uk

Please read them carefully.

PART 1 – TRADING TERMS AND CONDITIONS (SERVICES)

1. Who We Are

UClimb Ltd is a company registered in England and Wales (registered office: 167-169 Great Portland Street, 5th Floor, London, W1W 5PF).
In these terms, “we”, “us” and “our” mean UClimb Ltd.
“You” and “Customer” mean the person or business purchasing our services.

2. Application and Entire Agreement

These terms apply to the services set out in our quotation, proposal or statement of work (“Services”).

You are deemed to have accepted these terms when you:

• accept our quotation or proposal in writing, or
• instruct us to proceed, or
• we begin providing the Services,

whichever happens first.

Our quotation or proposal and these terms together form the entire agreement between us (“Contract”). They replace any previous discussions, correspondence or understandings. These terms apply to the exclusion of any other terms you seek to impose.

3. The Services

We will provide the Services with reasonable care and skill and in line with the agreed quotation or proposal.

We may make changes to the Services where required to comply with law, regulation or safety requirements. Where possible, we will notify you of any material changes.

Any timelines provided are estimates only. Time is not of the essence unless expressly agreed in writing.

These terms apply to any goods supplied as part of the Services unless otherwise stated.

4. Digital Marketing Performance and Platform Disclaimer

Digital marketing performance is influenced by a range of external factors beyond our control, including but not limited to search engine algorithms, advertising platform policies, competitor activity, audience behaviour, seasonality, market conditions and third-party technology providers.

While we will use reasonable care, skill and professional judgement in delivering the Services, we do not guarantee:

• Specific rankings in search engines;
• Specific advertising positions;
• A particular volume of traffic, leads or sales;
• A minimum return on investment or revenue outcome.

Performance data, forecasts and projections are estimates only and are not guarantees of future results.

You acknowledge that platforms such as Google, Meta, LinkedIn and others may change their algorithms, policies, ad formats or account rules at any time. We are not responsible for performance fluctuations, account suspensions or policy enforcement decisions made by third parties, provided we have acted with reasonable care and in line with platform guidelines.

You remain responsible for the accuracy, legality and compliance of all content, claims, offers and materials used in campaigns.

5. Initial Minimum Term and Ongoing Services

Where Services are provided on a recurring or campaign basis, an initial minimum term of three months applies from the agreed start date, unless otherwise stated in the quotation or proposal.

This initial period reflects the research, strategy development, technical setup, creative production and optimisation required to build and properly implement effective digital marketing campaigns. Meaningful results typically require structured testing, data collection and refinement over time.

Fees during the minimum term are payable monthly in accordance with the agreed quotation.

Following the initial three month period, Services will continue on a rolling monthly basis unless otherwise agreed in writing. After the initial term, either party may terminate by giving not less than 30 days’ written notice.

Notice may not expire before the end of the initial three month period.

Termination does not affect your obligation to pay Fees due for Services delivered or committed to prior to the termination date.

6. Your Obligations

You agree to:

• Provide accurate, complete and timely information, content and approvals.
• Obtain any licences, permissions or consents required for us to perform the Services.
• Ensure you have the right to use any materials you supply to us.
• Provide access to platforms, systems and accounts as reasonably required.

We are not responsible for delays or failures caused by incomplete information, delayed approvals or lack of access.

If you fail to meet your obligations, we may suspend or terminate the Services.

7. Fees and Expenses

Fees are set out in the quotation or proposal and are typically charged on a time and materials basis unless otherwise stated.

In addition to Fees, we may charge:

• Reasonable out-of-pocket expenses (including travel and subsistence where applicable).
• Third-party costs required to deliver the Services (for example media spend, software, hosting, freelancers or specialist providers).
• Additional services requested outside the agreed scope, charged at our current rates.

All Fees are exclusive of VAT and any other applicable taxes.

8. Payment

We will invoice as set out in the quotation or at the point of instruction.

Payment is due within 14 days of the invoice date unless otherwise agreed in writing.

Time for payment is of the essence.

If payment is late, we may charge interest at 8% per annum above the Bank of England base rate from the due date until payment is received in full.

We may suspend Services or cancel future work if payment is overdue.

All payments must be made in full, without deduction or set-off, unless required by law, and must be made in British Pounds unless agreed otherwise.

9. Cancellation and Changes

We may withdraw or amend a quotation within 10 days of issue if not accepted.

If you request changes to the agreed Services, we will use reasonable endeavours to accommodate them. Any additional work will be charged accordingly.

If circumstances beyond our reasonable control require changes to the Services, we will notify you and minimise disruption where possible.

10. Subcontracting and Assignment

We may subcontract or delegate any part of the Services.

You may not assign or transfer your rights or obligations under this Contract without our prior written consent.

11. Termination

We may terminate the Contract immediately if you:

• Commit a material breach;
• Fail to make payment when due;
• Become insolvent, enter liquidation, administration or any arrangement with creditors; or
• Are subject to any formal insolvency proceedings.

Termination does not affect your obligation to pay for Services performed or committed to prior to termination.

12. Intellectual Property

We retain ownership of all intellectual property rights in any materials, methodologies, tools, frameworks and know-how created or used in delivering the Services.

Subject to payment of all Fees, we grant you a non-exclusive licence to use deliverables created specifically for you for your internal business purposes.

You retain ownership of materials you provide to us, but grant us a licence to use them for the purpose of delivering the Services.

13. Liability

Nothing in these terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot lawfully be excluded.

Our total liability under or in connection with the Contract shall not exceed the total Fees paid or payable under the Contract.

We are not liable for:

• Indirect or consequential loss;
• Loss of profits, revenue, business, opportunity, goodwill or reputation;
• Loss or corruption of data;
• Third-party claims;
• Delays or failures caused by events beyond our reasonable control;
• Losses arising from your instructions, materials or use of the Services.

You agree to indemnify us against claims, losses or costs arising from materials you supply or from your breach of this Contract.

12. Data Protection

Where we process personal data on your behalf:

You are the Data Controller.

We are the Data Processor.

We will:

• Process personal data only as necessary to provide the Services;
• Implement appropriate technical and organisational security measures;
• Not retain personal data longer than necessary;
• Only share personal data with personnel or subcontractors on a strict need-to-know basis.

Further details are set out in our Data Protection Policy on our website.

15. Force Majeure

Neither party is liable for delay or failure caused by events beyond reasonable control, including industrial action, fire, flood, war, terrorism or government action.

If such circumstances continue for 90 days, either party may terminate the affected Services.

16. Notices

Notices must be in writing and sent to the most recent address or email address notified.

Notices are deemed received:

• When delivered during business hours;
• When sent by email with confirmation of transmission;
• Five business days after posting within the UK.

17. General

If any provision is held invalid or unenforceable, the remainder shall remain in force.

No delay in exercising any right constitutes a waiver.

This Contract is governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction.

PART 2 – WEBSITE USE TERMS

These terms govern your use of https://uclimb.co.uk.

By accessing our website, you agree to comply with these terms.

We may update these terms at any time by publishing an updated version on our website.

Acceptable Use

You must not:

• Copy, modify or reverse engineer website content;
• Remove copyright or proprietary notices;
• Use the website unlawfully or to transmit unlawful, harmful or fraudulent content;
• Send unauthorised advertising or spam;
• Interfere with or disrupt our systems;
• Harvest user data without consent.

Intellectual Property

All website content is owned by or licensed to UClimb Ltd and protected by intellectual property laws.

You may download content for personal, non-commercial use only. This licence automatically terminates if you breach these terms.

Website Liability

The website is provided on an “as is” basis.

To the extent permitted by law, we make no warranties regarding accuracy, completeness or suitability.

We are not liable for losses arising from reliance on website content or use of linked third-party sites.

External Links

We are not responsible for the content of external websites linked from our website. Accessing third-party sites is at your own risk.

Website Termination

We may suspend or terminate access to the website if you breach these terms.

Governing Law

These website terms are governed by the laws of England and Wales and subject to the exclusive jurisdiction of the courts of England and Wales.