Terms and Conditions
1. Definitions
In these Terms, the following words have the meanings below:
- CopperChunk Limited / the Contractor means CopperChunk Limited, a private limited company registered in Ireland, trading via copperchunk.com and benluong.com.
- Client means the individual or organisation that engages the Contractor for Services.
- Services means the digital marketing, analytics, tracking, or related work agreed in writing (including via email or a Project Brief).
- Deliverables means any work product, reports, or materials produced as part of the Services.
- Fees means the amounts payable by the Client for the Services.
2. The Agreement
These Terms apply to all Services provided by the Contractor. By instructing the Contractor to begin work — whether in writing, verbally, or by payment — the Client agrees to these Terms in full.
Where a separate Project Brief, proposal, or statement of work is agreed, that document forms part of the agreement and takes precedence over these Terms in the event of a conflict.
3. Services
The Contractor will provide the Services described in the agreed Project Brief or proposal, using reasonable skill and care and in accordance with generally accepted professional standards.
The Contractor reserves the right to sub-contract any part of the Services, provided that the Contractor remains responsible for the quality and delivery of all work.
The Contractor does not guarantee specific outcomes (such as search rankings, conversion rates, or advertising performance) unless explicitly stated in writing.
4. Client Responsibilities
The Client agrees to:
- Provide timely access to platforms, accounts, tools, and information reasonably required to carry out the Services.
- Review and respond to queries or approval requests within a reasonable timeframe.
- Ensure that all materials, data, and instructions provided to the Contractor do not infringe any third-party rights or applicable law.
Delays caused by the Client's failure to provide access, feedback, or materials may affect delivery timelines. The Contractor is not liable for such delays.
5. Fees & Payment
Fees are as stated in the Project Brief or proposal and are exclusive of VAT unless otherwise stated. VAT will be added where applicable at the prevailing rate.
Unless otherwise agreed in writing, payment is due upfront before work commences. For ongoing or larger engagements, a milestone payment schedule may be agreed.
The Contractor reserves the right to pause or withhold work if payment is overdue by more than 14 days.
Invoices unpaid after 30 days from the due date may attract interest at 8 percentage points above the European Central Bank main refinancing rate, in accordance with the European Communities (Late Payment in Commercial Transactions) Regulations 2012 (S.I. No. 580 of 2012).
6. Changes & Cancellation
Any changes to the agreed scope must be requested in writing. The Contractor will confirm whether additional Fees apply before proceeding.
If the Client cancels the engagement after work has commenced, the Client remains liable for Fees proportionate to the work completed. Any upfront payment for work not yet started will be refunded, less any reasonable costs already incurred.
The Contractor may terminate the engagement immediately if the Client breaches these Terms, acts in a manner that is unreasonable or harmful, or fails to make payment. In such cases, Fees for work completed to date remain payable.
7. Intellectual Property
Upon receipt of full payment, ownership of the Deliverables produced specifically for the Client transfers to the Client.
The Contractor retains ownership of all tools, templates, methodologies, pre-existing materials, and know-how used in delivering the Services. Nothing in these Terms grants the Client a licence to the Contractor's underlying intellectual property beyond what is reasonably required to use the Deliverables.
The Contractor may reference the Client's name and describe the nature of the Services undertaken for portfolio and marketing purposes, unless the Client requests otherwise in writing.
8. Confidentiality
Each party agrees to keep the other's confidential information — including business data, pricing, and technical details — strictly confidential and not to disclose it to any third party without prior written consent, except as required by law.
This obligation survives the termination of the engagement.
9. Limitation of Liability
The Contractor's total liability to the Client for any claim arising out of or in connection with the Services is limited to the total Fees paid by the Client for the relevant engagement.
The Contractor is not liable for any indirect, consequential, or special loss, including loss of profit, loss of data, or reputational damage, even if such loss was foreseeable.
Nothing in these Terms limits liability for fraud, death, or personal injury caused by negligence.
10. Governing Law
These Terms and any dispute arising from them are governed by the laws of the Republic of Ireland. Both parties agree to submit to the exclusive jurisdiction of the courts of Ireland. Where the Client is located in another EU member state, applicable EU consumer or commercial law protections are not affected by this clause.
Questions? Get in touch via benluong.com or copperchunk.com.