By accessing the website at www.zorazenith.co.uk, by submitting an enquiry, or by engaging Zora & Zenith Ltd ("the Agency", "we", "us", "our") for services, you confirm that you have read, understood, and agree to be bound by these Terms and Conditions in full. If you do not agree with any part of these terms, you must not use this website or engage our services.
These Terms and Conditions apply to all users of the website, all potential clients who submit enquiries, and all clients who enter into a service agreement with the Agency. They form the basis of any contract between the Agency and the client.
Zora & Zenith Ltd is a specialist medical marketing agency registered in England and Wales (company number 17350565). Our registered office is at The Work Lab, Claydons Lane, Rayleigh, Essex SS6 7UP. You can contact us at team@zorazenith.co.uk for any enquiries relating to these terms.
The Agency provides marketing, branding, digital, and automation services to healthcare businesses and medical practices. The specific services, deliverables, timelines, and fees for each client engagement are set out in a separate Statement of Work ("SOW") or Service Agreement, which shall form part of the binding contract between the parties.
The Agency will perform the services described in the agreed SOW to a professional standard. Any requests for work outside the agreed scope will be subject to a separate written change order and may incur additional fees. The Agency reserves the right to decline requests that fall outside its area of expertise or that may conflict with applicable regulations.
The client agrees to provide all necessary information, access, assets, and approvals required for the Agency to perform its services. Delays caused by the client's failure to provide required materials may result in revised timelines, and the Agency will not be held liable for any resulting delays or losses.
The client is responsible for ensuring that all marketing materials, claims, and communications approved by them comply with all applicable healthcare regulations, including but not limited to guidelines set by the Care Quality Commission (CQC), General Medical Council (GMC), General Dental Council (GDC), and the Advertising Standards Authority (ASA). The Agency will endeavour to advise on compliance but ultimate responsibility rests with the client as the regulated entity.
Each engagement is governed by a Statement of Work ("SOW"), also referred to as a Service Description or Service Agreement, agreed and signed by both parties before work begins. The SOW sits alongside these Terms and Conditions: these Terms set the overarching legal framework, and the SOW sets the commercial and operational detail for the specific engagement. Where the SOW and these Terms conflict on a project-specific matter, the SOW prevails; on matters of general legal principle, these Terms prevail.
Each SOW will set out, as a minimum: the agreed scope of work and deliverables; the project milestones and their target dates; the fees and the payment schedule (including which payments are tied to which milestones); the responsibilities of each party; and any assumptions, dependencies, or exclusions relevant to the engagement.
Where an engagement is structured around milestones, each milestone will have defined deliverables. On completion of a milestone, the Agency will submit the relevant deliverables to the client for review. The client will have five (5) working days to review and either accept the milestone or provide written notice of any deliverables that do not meet the agreed specification. If the client does not respond within this period, the milestone will be deemed accepted. Reasonable revisions to bring a deliverable in line with the agreed SOW are included; requests that go beyond the agreed scope will be handled as a change order under clause 3.1.
If the Agency fails to deliver a milestone to the agreed specification, the client's primary remedy is for the Agency to correct the affected deliverables at no additional cost within a reasonable period. If the Agency materially breaches its obligations and fails to remedy that breach within thirty (30) days of receiving written notice describing it, the client may terminate the affected SOW in accordance with clause 11 and will only be liable for work accepted or properly delivered up to that point. The Agency's overall liability remains subject to clause 10.
The Agency's ability to deliver depends on the client meeting its own obligations, including providing materials, access, and approvals on time (see clause 3.2) and paying invoices when due (see clause 5). Where the client fails to do so, the Agency may revise timelines accordingly, and, following written notice, may pause or suspend work until the outstanding item is resolved. The Agency will not be liable for delays or additional costs arising from the client's failure to meet its obligations.
All fees are as set out in the agreed SOW or Service Agreement. Unless otherwise stated, all fees are exclusive of VAT, which will be charged at the prevailing rate where applicable. Where the SOW specifies a milestone-based or staged payment schedule, invoices will be issued against those milestones or dates and are payable in line with the terms stated in the SOW. Unless the SOW states otherwise, invoices are due within fourteen (14) days of the invoice date. The Agency reserves the right to suspend services where payment is overdue by more than fourteen (14) days. Overdue invoices may be subject to statutory interest under the Late Payment of Commercial Debts (Interest) Act 1998.
Because the Agency provides professional, time-based and bespoke marketing services rather than physical products, we do not offer product returns. This clause explains how cancellations, refunds, billing disputes, and service credits are handled. It applies alongside the Fees and Payment provisions (clause 5) and the Termination provisions (clause 11), and is effective from the date shown at the top of these Terms.
Ongoing retainer services, such as our Check-ups growth retainers, are billed on a recurring basis as set out in your SOW. You may cancel by giving written notice to team@zorazenith.co.uk. Unless your SOW specifies a different notice period, at least thirty (30) days' written notice is required before your next billing date. Cancellation takes effect at the end of the current billing cycle, and services remain active until that point. No partial refunds are provided for unused time within a billing period that has already been paid.
For milestone-based project engagements, cancellation is handled in accordance with clause 11 (Termination). On cancellation, you remain liable for all work accepted or properly delivered up to the cancellation date, together with any non-cancellable third-party costs already committed on your behalf. Deposits or upfront fees paid to reserve project scheduling and begin initial work are non-refundable once work has commenced.
Refunds may be issued in the following cases:
Refunds will not be issued for:
All refund requests must be submitted in writing to team@zorazenith.co.uk within fourteen (14) days of the invoice date.
Where the Agency manages advertising budgets or purchases third-party products or services on your behalf, those costs are passed through to you and are non-refundable once spent or committed with the third party.
Any billing dispute must be raised in writing within fourteen (14) days of the invoice date. The Agency retains project records and correspondence for verification purposes.
Where the Agency accepts that a service has fallen below the agreed standard, we may, at our discretion, offer account credits, additional services, or a discount on future billing. Service credits have no cash value, are non-transferable, and must be used within ninety (90) days of being issued.
We ask that you contact us first so that we can resolve any billing concern directly. Filing a chargeback without first attempting to resolve the matter with us may result in suspension of services while the dispute is reviewed.
The Agency reserves the right to suspend or terminate services without refund where services are used for unlawful activity, where abusive or threatening behaviour is directed towards our staff, or where fraudulent payment activity is detected.
We aim to deliver work to a consistently high standard. If you are unhappy with any aspect of our service, please raise it with us in the first instance by emailing team@zorazenith.co.uk, marking your message for the attention of the account lead. We will acknowledge your complaint promptly and aim to respond in full within a reasonable period, working with you to resolve the matter fairly.
The client warrants that any materials, content, logos, or assets provided to the Agency are owned by, or licensed to, the client, and that their use does not infringe any third-party rights. The client grants the Agency a non-exclusive licence to use such materials solely for the purpose of providing the agreed services.
Subject to full payment of all fees due, the Agency will assign to the client all intellectual property rights in the final agreed deliverables created specifically for the client under the SOW. The Agency retains ownership of all underlying tools, frameworks, methodologies, templates, pre-existing works, and third-party components used in the creation of deliverables.
The Agency reserves the right to display client work in its portfolio and for promotional purposes, unless the client requests otherwise in writing prior to project commencement.
Both parties agree to keep confidential any proprietary or sensitive information received from the other party during the engagement and not to disclose such information to third parties without prior written consent, except as required by law. This obligation shall survive termination of the engagement for a period of two (2) years.
The Agency shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, loss of goodwill, or business interruption, arising out of or in connection with the provision of services, even if advised of the possibility of such damages.
The Agency's total aggregate liability to the client for any claim arising out of or in connection with the services shall not exceed the total fees paid by the client to the Agency in the three (3) months immediately preceding the event giving rise to the claim.
Nothing in these Terms and Conditions shall limit or exclude liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be limited or excluded by applicable law.
Either party may terminate a service agreement by providing written notice in accordance with the notice period specified in the relevant SOW. Upon termination, the client shall pay for all services rendered and expenses incurred up to the date of termination. Any work in progress at the time of termination remains the property of the Agency until all outstanding fees are settled in full.
The Agency warrants that it will perform the services with reasonable care and skill. However, the Agency does not warrant that marketing services will achieve any specific results, rankings, or outcomes. Digital marketing results are inherently variable and dependent on factors outside the Agency's control, including changes to platform algorithms, market conditions, and competitive activity. Any projections or estimates provided are made in good faith and are not guarantees of performance.
These Terms and Conditions and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of England and Wales. The parties agree to submit to the exclusive jurisdiction of the courts of England and Wales. In the event of a dispute, the parties agree to first attempt to resolve the matter through good-faith negotiation before commencing legal proceedings.
The Agency reserves the right to update or amend these Terms and Conditions at any time. The most current version will be published on this page with the updated date noted above. Continued use of the website or engagement with the Agency's services following any changes constitutes acceptance of the revised terms. Clients will be notified of material changes to terms governing active service agreements.
For any questions regarding these Terms and Conditions, please contact us at: team@zorazenith.co.uk