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Terms of Service

Last updated: 1 January 2025  ·  Governed by Irish law

Contents

1. Acceptance of Terms 2. Our Services 3. Client Obligations 4. Fees & Payment 5. Project Delivery 6. Intellectual Property 7. Confidentiality 8. Results Disclaimer 9. Limitation of Liability 10. Termination 11. Indemnification 12. Governing Law 13. Amendments 14. Contact

Please read these Terms of Service ("Terms") carefully before engaging with Clonbru ("we", "us", "our"). By using our website at clonbru.ie or by commissioning any of our services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.

1. Acceptance of Terms

These Terms constitute a legally binding agreement between you ("Client", "you") and Clonbru, a digital marketing agency based in Dublin, Ireland, operated by Felipe Gomes.

By:

  • accessing or browsing clonbru.ie;
  • submitting an enquiry or audit request form;
  • signing a proposal, quote, or service agreement; or
  • making payment for any Clonbru service;

you confirm that you have read, understood and agree to these Terms in full, as well as our Privacy Policy, which is incorporated herein by reference.

If you are accepting on behalf of a company or organisation, you represent and warrant that you have the authority to bind that entity to these Terms.

2. Our Services

Clonbru provides digital marketing services to local businesses in Ireland, primarily including:

Service Description
Google Business Profile Optimisation Audit, setup, and ongoing optimisation of your Google Business Profile for local search visibility.
Local SEO On-page, technical, and off-page SEO strategies tailored for local search in Dublin and across Ireland.
Google Ads / SEM Paid search campaign management including strategy, setup, monitoring, and monthly reporting.
Website Design & Development Design, build, and launch of professional websites optimised for conversion and local search.
Free Audit A complimentary review of your current Google Business Profile or website, without obligation.

The specific scope, deliverables, timeline and fees for each engagement will be outlined in a written proposal or Statement of Work ("SOW"), which forms part of these Terms once accepted by the Client.

3. Client Obligations

The success of our services depends on timely collaboration. By engaging Clonbru, you agree to:

  • Provide accurate, complete, and up-to-date information about your business.
  • Grant us necessary access to your Google Business Profile, website, Google Ads account, Google Search Console, or other platforms required to deliver the agreed services.
  • Respond to requests for feedback, approvals, or content within 5 business days unless otherwise agreed. Delays caused by the Client may affect project timelines and do not constitute a breach by Clonbru.
  • Ensure that any content, images, logos, or materials you provide to us do not infringe any third-party intellectual property rights and comply with all applicable laws.
  • Not attempt to circumvent, reverse-engineer, or interfere with any work or deliverables produced by Clonbru.
  • Keep your account credentials (GBP, website CMS, etc.) secure and notify us immediately of any unauthorised access.

4. Fees & Payment

4.1 Pricing

Fees for services are set out in the agreed proposal or SOW. All prices are quoted in Euros (€) and are exclusive of VAT unless otherwise stated. Where applicable, Irish VAT at the prevailing rate will be added.

4.2 Payment Terms

  • Project work (websites, one-off audits): 50% deposit required before work commences; remaining 50% due on delivery or go-live.
  • Ongoing retainer services (SEO, GBP management, Google Ads): invoiced monthly in advance, due within 14 days of invoice date.
  • Ad spend (Google Ads): billed separately and payable directly to Google by the Client, unless a managed billing arrangement is agreed in writing.

4.3 Late Payment

Invoices not paid within the agreed payment period may accrue interest at a rate of 8% per annum above the European Central Bank reference rate, in accordance with the European Communities (Late Payment in Commercial Transactions) Regulations 2012 (SI 580/2012). Clonbru reserves the right to suspend services pending settlement of overdue invoices.

4.4 Refunds

Deposits are non-refundable once work has commenced. Refunds for prepaid retainer periods will be considered on a case-by-case basis only where Clonbru has materially failed to deliver the agreed services.

5. Project Delivery & Revisions

Timelines outlined in proposals are estimates based on the scope of work and timely Client cooperation. Clonbru will use all reasonable efforts to meet agreed deadlines, but shall not be liable for delays caused by:

  • Late provision of Client materials, feedback, or approvals.
  • Third-party platform outages or changes (e.g. Google algorithm updates, platform policy changes).
  • Force majeure events beyond our reasonable control.

5.1 Revisions

Each project includes a defined number of revision rounds as stated in the proposal. Additional revisions or scope changes requested beyond this will be quoted and billed separately at our standard hourly rate.

5.2 Client Sign-off

Final delivery is deemed accepted unless the Client provides written objection within 7 business days of delivery, specifying the grounds for rejection. Silence after 7 days constitutes acceptance.

6. Intellectual Property & Ownership

6.1 Client Materials

You retain full ownership of all materials, content, data, logos, and trademarks you provide to Clonbru. You grant us a limited, non-exclusive licence to use these solely for the purpose of delivering your agreed services.

6.2 Work Product

Upon receipt of full payment, Clonbru assigns to the Client all intellectual property rights in the final deliverables produced specifically for that Client (e.g. website design, written content). This assignment does not include:

  • Clonbru's proprietary methodologies, processes, templates, or tools used in delivery.
  • Third-party software, plugins, themes, or stock assets licensed for use in your project (subject to their own licence terms).
  • Work product that has not been fully paid for.

6.3 Portfolio Rights

Unless you request otherwise in writing before project commencement, Clonbru retains the right to display completed work in our portfolio and marketing materials, crediting the Client's business name where appropriate.

7. Confidentiality

Both parties agree to keep confidential any non-public information disclosed during the engagement ("Confidential Information"), including business strategies, financial data, client lists, and technical information.

Confidential Information shall not be disclosed to any third party without prior written consent, except:

  • as required by law or court order;
  • to employees or contractors who need it to perform agreed services, under equivalent confidentiality obligations;
  • information that is or becomes publicly available through no fault of the receiving party.

This confidentiality obligation survives termination of the engagement for a period of 3 years.

8. Results Disclaimer

Digital marketing, SEO and Google Ads involve outcomes that depend on many factors beyond Clonbru's direct control, including Google's algorithms, competitor activity, market conditions, and the Client's own business and website quality.

Clonbru does not guarantee:

  • specific rankings on Google or any other search engine;
  • a minimum number of leads, clicks, calls, or revenue;
  • that Google Business Profile will appear in specific positions in local results;
  • that Google Ads campaigns will achieve any particular cost-per-click, conversion rate, or return on ad spend.

We commit to applying best-practice strategies, transparent reporting, and continuous optimisation. Any forecasts or projections provided are estimates based on available data and are not contractual guarantees.

9. Limitation of Liability

To the maximum extent permitted by Irish and EU law:

  • Clonbru's total aggregate liability to the Client for any claim arising out of or in connection with these Terms or the services shall not exceed the total fees paid by the Client in the 3 months immediately preceding the event giving rise to the claim.
  • Clonbru shall not be liable for any indirect, consequential, incidental, special, or punitive damages, including loss of profit, loss of revenue, loss of data, or loss of business opportunity, even if we have been advised of the possibility of such damages.
  • Clonbru is not responsible for losses arising from the Client's failure to maintain access credentials, third-party platform outages, or changes to Google's policies or algorithms.

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot lawfully be excluded under Irish or EU consumer law.

10. Termination

10.1 Termination by Either Party

Either party may terminate ongoing retainer services by giving 30 days' written notice to the other party. During the notice period, services will continue and fees remain due.

10.2 Termination for Cause

Either party may terminate immediately and without notice if the other party:

  • commits a material breach of these Terms that is not remedied within 14 days of written notice;
  • becomes insolvent, enters receivership, or is subject to any winding-up proceedings;
  • engages in conduct that is unlawful, fraudulent, or brings either party into disrepute.

10.3 Effect of Termination

Upon termination: all outstanding invoices become immediately due and payable; Clonbru will transfer to you any materials, data, or assets belonging to you; and access credentials provided by the Client will be returned or securely deleted. Clauses regarding payment, IP, confidentiality, and liability survive termination.

11. Indemnification

You agree to indemnify, defend, and hold harmless Clonbru, its founder, employees, and contractors from and against any claims, liabilities, damages, losses, or expenses (including reasonable legal fees) arising from:

  • your breach of these Terms;
  • your violation of any applicable law or regulation;
  • content or materials you provide to us that infringe third-party rights or are unlawful;
  • your use of our deliverables in a manner not contemplated by these Terms.

12. Governing Law & Disputes

These Terms shall be governed by and construed in accordance with the laws of the Republic of Ireland, without regard to its conflict of law provisions.

Any dispute arising out of or in connection with these Terms shall first be subject to good-faith negotiation between the parties. If the dispute is not resolved within 30 days of written notice, either party may refer the matter to the courts of Ireland, to whose exclusive jurisdiction both parties hereby submit.

For consumers, nothing in these Terms affects your statutory rights under Irish consumer protection law, including the Consumer Rights Act 2022.

13. Amendments to Terms

Clonbru reserves the right to update or modify these Terms at any time. When changes are made, we will update the "Last updated" date at the top of this page.

Material changes affecting active engagements will be communicated to Clients by email with at least 14 days' notice. Continued use of our services after the effective date of any change constitutes acceptance of the revised Terms.

For project engagements already underway, the Terms in effect at the time the proposal was accepted shall apply for the duration of that project.

14. Contact

If you have any questions about these Terms, wish to discuss a specific clause, or need to serve a formal notice, please contact us:

Agency Clonbru
Founder Felipe Gomes
Email hello@clonbru.com
Location Dublin, Ireland
Website www.clonbru.com

For data protection and privacy matters specifically, please see our Privacy Policy.

Clonbru

Dublin's specialist agency for Google Business Profile optimisation, Local SEO, and Google Ads. Helping local businesses get found first.

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