Terms of Service

We provide SEO and digital-marketing consulting services, delivered either as a one-off engagement (e.g. the SEO Audit) or as an ongoing monthly retainer (e.g. Technical SEO, Content & On-Page SEO, Local SEO, Digital PR & Link Building, E-Commerce SEO). The specific scope, deliverables, timeline, and fees for any engagement are set out in a written proposal or order confirmation (“Proposal”) agreed with you before work begins; where anything in a Proposal conflicts with these Terms, the Proposal prevails for that engagement.

Browsing the website and booking a free strategy call do not, by themselves, create a contract for paid Services. A binding contract for a specific engagement forms when you accept a Proposal in writing (including by email) or, where no separate Proposal is issued, when you confirm an order and we accept it by confirming in writing or by commencing work.

To deliver the Services, we typically need you to:

• grant us timely access to relevant systems (e.g. your website’s admin/CMS, analytics, Google Search Console, or advertising accounts) as agreed in the Proposal;
• provide timely feedback, approvals, and content (e.g. sign-off on recommendations, copy, or technical changes) within the timeframes we agree, since delays on your side will delay or reduce the value of our work;
• ensure any third-party access you grant us (e.g. developer or CMS access) is properly authorised; and
• tell us promptly about material changes to your site, business, or goals that could affect our recommendations.

Where your delay or non-cooperation prevents us from delivering an agreed milestone, we are not in breach for the resulting delay, and retainer fees remain payable as agreed.

Fees are as stated in the applicable Proposal, in Euro (EUR), exclusive of statutory VAT unless stated otherwise. One-off audits are invoiced as set out in the Proposal (typically on commencement). Retainers are invoiced monthly in advance. Invoices are payable within 14 days of the invoice date unless the Proposal states otherwise. Late payment entitles us to suspend work on notice and to charge statutory default interest and reminder fees under German law (§§ 286, 288 BGB).

Monthly retainer engagements run for a minimum initial term of 3 months. After the initial term, the retainer continues on a rolling monthly basis until either party gives 30 days’ written notice to end it. Notice may be given by email to the addresses used for the engagement. Fees already invoiced for a month that has begun are not refunded or pro-rated on termination (see the Refund & Cancellation Policy for full detail).

On full payment of the applicable fees, you own the specific deliverables we create for you under an engagement (for example, an audit report, a content brief, or on-page changes implemented on your site). We retain ownership of our own pre-existing and generally applicable methodologies, frameworks, checklists, tools, templates, and know-how used to produce those deliverables, and we remain free to use and improve them for other clients. Nothing in these Terms transfers our IP in our internal tools or processes to you.

Each party will keep the other’s confidential business information (including strategy documents, access credentials, and non-public performance data) confidential, use it only to perform the engagement, and protect it with reasonable care, both during the engagement and for a reasonable period after it ends. This does not apply to information that is public, already known, independently developed, or required to be disclosed by law.

Search engine optimisation involves working with third-party platforms — principally search engines such as Google and Bing — whose ranking algorithms, policies, and results pages are outside our control and change without notice. We do not, and cannot, guarantee any specific search ranking, amount of organic traffic, conversion rate, or revenue outcome. Our Services are professional consulting and implementation work performed with reasonable skill and care, in line with current, recognised SEO practice; they are an input to your search performance, not a guaranteed result. Any figures, projections, or case-study outcomes we share are illustrative or historical and are not a promise of similar results for you, because search performance depends on many factors beyond our control (competitor activity, algorithm changes, your market, your website’s technical baseline, and your own execution of agreed recommendations, among others).

Each party warrants that it has the authority to enter into these Terms. Except as expressly stated in these Terms or in a Proposal, the Services are provided without further warranties of any kind, to the extent permitted by law, and in particular without any warranty as to specific search-engine outcomes.

Nothing in these Terms limits or excludes liability for: (a) intent (Vorsatz) or gross negligence (grobe Fahrlässigkeit); (b) injury to life, body, or health; (c) liability under the German Product Liability Act (Produkthaftungsgesetz); or (d) any other liability that cannot be limited or excluded under mandatory German law.

Subject to the above, for ordinary negligence (einfache Fahrlässigkeit) we are liable only for breach of a material contractual obligation (Kardinalpflicht) — an obligation whose fulfilment is essential to the proper performance of the contract and on which you may regularly rely — and in that case our liability is limited to the foreseeable damage typical for contracts of this kind. Liability for ordinary negligence beyond that is excluded.

Neither party is liable for a failure or delay in performance caused by circumstances beyond its reasonable control (for example, natural disaster, war, act of government, widespread internet or utility outage, or a major, unforeseeable outage of a third-party platform such as a search engine or hosting provider), for as long as those circumstances continue, provided the affected party notifies the other promptly and uses reasonable efforts to mitigate the impact.

We may engage suitably qualified subcontractors or freelance specialists to help deliver the Services. We remain responsible to you for work performed by our subcontractors as if we had performed it ourselves, and we impose confidentiality obligations on them at least as strict as those above.

An engagement runs for the term stated in its Proposal (or, for retainers, as described above). Either party may terminate an engagement with immediate effect for cause, where the other party materially breaches these Terms or the Proposal and fails to remedy the breach within 14 days of being asked to in writing, or becomes insolvent. Termination does not affect either party’s accrued rights or obligations (including payment for work already performed).

These Terms and any engagement are governed by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and excluding conflict-of-laws rules that would lead to the application of another jurisdiction’s law. Where the Client is a merchant (Kaufmann) within the meaning of the German Commercial Code, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from or in connection with an engagement is Berlin, Germany. Statutory venue rules protecting consumers remain unaffected where the Client is a consumer.

If any provision of these Terms is or becomes invalid or unenforceable, the remaining provisions continue in full force. The invalid or unenforceable provision is deemed replaced by a valid provision that comes as close as possible to its intended commercial purpose.

We may update these Terms from time to time, for example to reflect changes in our Services or the law. For an ongoing retainer, we will give you at least 30 days’ notice in writing of any material change before it takes effect; continued use of the Services after that date constitutes acceptance, unless you terminate before the change takes effect.

Questions about these Terms: SEO Review GmbH, Korsörer Str. 16, 10437 Berlin-Pankow, Germany, support@seo-review.com, +49 176 3137 3251.