Terms of service

Terms of Service

Effective date: 1 February 2025 Last updated: 4 May 2026

These Terms of Service ("Terms") govern your use of the website located at www.scaleuppartner.co (the "Site") and the services provided by ScaleUp Partner ("ScaleUp," "we," "us," or "our"). By accessing the Site, requesting a consultation, or engaging us for services, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree, do not use the Site or our services.

1. About ScaleUp Partner

ScaleUp Partner is a marketing agency specialising in growth services for jewellery brands, including independent jewellers, luxury houses, watch dealers, and bespoke designers. We work with clients across Ireland, the United Kingdom, the United States, and internationally.

ScaleUp Partner is operated from Beechwood Avenue, Donegal, Republic of Ireland. Company registration number: [Irish CRO number — to be inserted if ScaleUp Partner is a registered limited company; if you operate as a sole trader, this clause can be removed].

You can contact us at jamiek00@scaleuppartner.co.

2. Services

ScaleUp Partner provides marketing and growth services that may include, depending on the package selected:

  • Paid advertising on Meta, Google, and other platforms
  • Performance creative production (static, video, UGC)
  • Website design and e-commerce builds, including built-in appointment booking, virtual consultations, and finance integrations
  • Search engine optimisation (SEO) and local search optimisation
  • Email and CRM marketing
  • Growth strategy and consulting

The specific services included in your engagement, together with deliverables, timelines, and fees, will be set out in a separate written agreement, statement of work ("SOW"), or service order ("Service Agreement") signed by both parties. In the event of any conflict between these Terms and the Service Agreement, the Service Agreement controls.

3. Eligibility and Authority

By engaging us, you represent that you are at least 18 years old and authorised to bind the business or entity you represent to these Terms.

4. Fees, Payment, and Ad Spend

4.1 Retainer

Service fees are payable monthly in advance, unless otherwise agreed in your Service Agreement. The first month's retainer is due upon execution of the Service Agreement, before any work commences.

4.2 Ad Spend

Where ScaleUp Partner manages paid advertising, the cost of advertising spend is your responsibility and is paid directly to the relevant ad platforms (e.g., Meta, Google) using your own billing method. ScaleUp Partner does not advance, finance, or absorb ad spend.

4.3 Performance Fees

Where applicable, ScaleUp Partner may charge a percentage of managed ad spend or a performance-based fee, as set out in your Service Agreement.

4.4 Late Payment

Invoices are due within 14 days of issue. Late payments may incur interest at 1.5% per month (or the maximum rate permitted by law, whichever is lower) and may result in suspension of services until payment is received in full.

4.5 Taxes

All fees are exclusive of VAT, sales tax, or other applicable taxes, which will be added where required. Irish VAT will be applied where applicable in accordance with Irish tax law.

5. Term and Termination

5.1 Initial Term

Engagements typically begin with an initial 90-day term, unless otherwise specified in the Service Agreement. After the initial term, the engagement continues on a month-to-month basis until terminated.

5.2 Termination by Either Party

Either party may terminate the engagement after the initial term by providing 30 days' written notice.

5.3 Termination for Cause

Either party may terminate immediately if the other party materially breaches these Terms or the Service Agreement and fails to cure the breach within 14 days of written notice.

5.4 Effect of Termination

Upon termination:

  • You remain responsible for all fees earned and expenses incurred up to the termination date.
  • Pre-paid fees for unused services may be refunded only as expressly set out in the Service Agreement.
  • ScaleUp Partner will provide reasonable handover support for 14 days following termination, subject to outstanding payments being settled.

6. Client Responsibilities

To deliver services effectively, you agree to:

  • Provide timely access to required platforms, accounts, and systems (e.g., Meta Business Manager, Google Ads, Shopify, Google Analytics, hosting, domain registrars, email service providers).
  • Provide brand assets, product information, imagery, and any other materials reasonably required.
  • Review and approve deliverables within agreed timelines. Delays in approval may shift project timelines.
  • Maintain compliance with all applicable laws, advertising platform policies, and consumer protection regulations relevant to your business.
  • Ensure that all products advertised, claims made, and imagery supplied to ScaleUp Partner are lawful, accurate, and free from third-party rights infringement.

7. Intellectual Property

7.1 Pre-Existing IP

Each party retains ownership of any intellectual property it owned prior to the engagement.

7.2 Deliverables

Subject to full payment of all fees due, ScaleUp Partner grants you a perpetual, worldwide, royalty-free licence to use the final, approved deliverables produced specifically for your campaigns (including ad creative, copy, and website builds) for your business purposes.

7.3 ScaleUp Partner Tools and Systems

ScaleUp Partner retains all rights to its proprietary frameworks, methodologies, templates, internal tools, AI systems, and any underlying processes used to deliver services, none of which are transferred to you.

7.4 Portfolio Use

You agree that ScaleUp Partner may reference your engagement, display deliverables, and use anonymised performance data in its marketing, portfolio, and case studies, unless explicitly agreed otherwise in writing.

8. Confidentiality

Each party agrees to keep confidential any non-public business, financial, or strategic information disclosed by the other party during the engagement. This obligation continues for 2 years after termination. Confidentiality does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

9. Performance Disclaimer

ScaleUp Partner will use commercially reasonable skill and care in delivering services. However, marketing outcomes depend on many factors outside our control, including but not limited to: ad platform changes, market conditions, product quality, pricing, your website's performance, fulfilment, and customer service.

ScaleUp Partner does not guarantee any specific result, including but not limited to revenue, ROAS, CPA, traffic, rankings, conversions, or appointments, except where explicitly committed to in writing in the Service Agreement.

10. Third-Party Platforms

Services frequently rely on third-party platforms (Meta, Google, Shopify, TikTok, etc.). You acknowledge that:

  • These platforms have their own terms of service, which you are responsible for complying with.
  • ScaleUp Partner is not responsible for ad account suspensions, policy violations, platform outages, algorithm changes, or any actions taken by these platforms.
  • ScaleUp Partner is not affiliated with, endorsed by, or partnered with these platforms unless explicitly stated.

11. Limitation of Liability

To the maximum extent permitted by law:

  • ScaleUp Partner's total aggregate liability arising out of or in connection with these Terms or any Service Agreement will not exceed the total fees paid by you to ScaleUp Partner in the 3 months immediately preceding the event giving rise to the claim.
  • Neither party will be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, business opportunity, or goodwill.
  • Nothing in these Terms limits or excludes liability for death, personal injury, fraud, fraudulent misrepresentation, or any other liability that cannot be excluded or limited under Irish law.

12. Indemnification

You agree to indemnify, defend, and hold harmless ScaleUp Partner, its officers, employees, and contractors from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:

  • Your use of the services in breach of these Terms;
  • Any content, product, claim, or imagery you supply or approve;
  • Your violation of any law or third-party right;
  • Disputes between you and your customers.

13. Force Majeure

Neither party will be liable for any failure or delay in performance caused by events outside its reasonable control, including acts of God, war, terrorism, pandemic, government action, internet or platform outages, or labour disputes.

14. Modifications to Terms

ScaleUp Partner may update these Terms from time to time. The updated Terms will be posted on the Site with a revised effective date. Continued use of the Site or services after changes are posted constitutes acceptance. If changes materially affect existing engagements, ScaleUp Partner will provide reasonable advance notice.

15. No Partnership or Employment

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties. ScaleUp Partner acts as an independent contractor.

16. Assignment

You may not assign or transfer your rights or obligations under these Terms without ScaleUp Partner's prior written consent. ScaleUp Partner may assign these Terms to a successor entity in connection with a merger, acquisition, or sale of assets.

17. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

18. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Republic of Ireland, without regard to its conflict of laws principles.

The parties agree to attempt to resolve any dispute through good-faith negotiation before pursuing formal action. Any dispute that cannot be resolved through negotiation will be subject to the exclusive jurisdiction of the courts of the Republic of Ireland.

19. Consumer Rights

Nothing in these Terms affects any statutory rights you may have as a consumer under Irish or EU law that cannot be excluded by contract.

20. Entire Agreement

These Terms, together with any signed Service Agreement and any policies referenced (e.g., Privacy Policy), constitute the entire agreement between the parties regarding the subject matter and supersede all prior discussions, proposals, or agreements.

21. Contact

For questions about these Terms, contact us at:

ScaleUp Partner Beechwood Avenue Donegal Republic of Ireland Email: jamiek00@scaleuppartner.co

By engaging ScaleUp Partner, you confirm that you have read, understood, and agreed to these Terms of Service.