Terms & Conditions

1. Agreement

These Terms & Conditions (“Terms”) govern your use of the Henley Media platform and services provided by Henley Media (“we”, “us”, “our”). By accessing our website or using our services, you agree to be bound by these Terms. If you do not agree, do not use our services.

2. Services

Henley Media provides digital advertising management, analytics infrastructure, and campaign optimisation services for multi-location restaurant businesses. Our services include, but are not limited to:

• —Setup and management of Google Ads accounts and campaigns
• —Implementation of Google Tag Manager and Google Analytics 4
• —Enhanced conversion tracking configuration
• —Multi-location performance reporting and analytics dashboards
• —Dynamic campaign optimisation using our Ad720 and AdSizzle technology
• —Ongoing campaign management and bid optimisation

The specific scope of services for each client is defined in a separate service agreement or statement of work. These Terms apply in addition to any such agreement.

3. Client Responsibilities

As a client, you agree to:

• —Provide accurate and up-to-date information required for campaign setup and management
• —Grant us necessary access to your Google Ads, Google Analytics, and Google Tag Manager accounts
• —Ensure your websites and landing pages comply with Google Ads policies and applicable law
• —Promptly notify us of any changes to your business, locations, menus, or promotional activity that may affect campaigns
• —Pay all fees in accordance with agreed payment terms
• —Not misuse or attempt to circumvent our platform or services

4. Advertising Spend

Advertising spend (budgets paid directly to Google Ads) is separate from Henley Media management fees unless explicitly stated in your service agreement. You are responsible for all charges incurred in your Google Ads accounts. We will not authorise spend in excess of agreed budgets without your approval, but we are not liable for charges resulting from platform errors, fraud, or invalid clicks beyond our control.

5. Intellectual Property

All technology, software, methodologies, and systems developed by Henley Media — including Ad720 and AdSizzle — remain the exclusive intellectual property of Henley Media.

Ad creative, copy, and assets produced for your campaigns remain your property upon full payment of applicable fees. We retain the right to reference your business as a client for marketing purposes unless you request otherwise in writing.

6. Data & Privacy

Our collection and use of personal data is governed by our Privacy Policy. Where we process personal data on your behalf (such as end-customer transaction data for conversion tracking), we act as a data processor and you act as the data controller. You are responsible for ensuring you have the appropriate consents and legal basis to share this data with us.

7. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information disclosed in connection with the services, including campaign strategies, performance data, pricing, and business information. This obligation survives termination of the service relationship for a period of 3 years.

8. Performance & Results

While we use best practices and data-driven optimisation to maximise campaign performance, we do not guarantee specific results, return on ad spend, or revenue outcomes. Advertising performance is subject to market conditions, competition, platform changes, and factors outside our control. Historical results do not guarantee future performance.

9. Limitation of Liability

To the maximum extent permitted by law, Henley Media's total liability to you for any claim arising from or relating to our services shall not exceed the total fees paid by you to us in the 3 months preceding the claim. We are not liable for indirect, incidental, special, or consequential damages, including loss of revenue, profits, or business opportunity.

10. Termination

Either party may terminate the service relationship with 30 days written notice unless otherwise stated in your service agreement. Upon termination, we will provide reasonable assistance with transition, including returning account access. Fees due up to the date of termination remain payable. We reserve the right to suspend or terminate services immediately for material breach or non-payment.

11. Third-Party Platforms

Our services operate in conjunction with third-party platforms including Google Ads, Google Analytics, Google Tag Manager, and others. We are not responsible for changes to these platforms, policy updates, account suspensions imposed by Google, or service interruptions caused by third parties. We will notify you promptly of any material platform changes that affect your campaigns.

12. Governing Law

These Terms are governed by and construed in accordance with applicable law. Any disputes arising from these Terms or our services shall be subject to the exclusive jurisdiction of the courts in the relevant jurisdiction. We will always attempt to resolve disputes amicably before resorting to formal proceedings.

13. Changes to These Terms

We may update these Terms from time to time. We will notify active clients of material changes with at least 14 days' notice. Continued use of our services after the effective date of changes constitutes acceptance of the updated Terms.

14. Contact

For questions about these Terms, contact us at: hello@henley.media