This Service Agreement (“Agreement”) is entered into on [DATE] between Carlo Orlandi Ltd (Company Number: SC778123), a company registered in Scotland and having its principal place of business in the United Kingdom (“Company”), and [the Client] referred to as the "Client", effective immediately upon signing.

By entering into this Agreement, the Client acknowledges acceptance of the terms and conditions herein, which remain valid on a continuous basis until cancelled in accordance with the procedures described below.

1. Services & Deliverables

Carlo Orlandi Ltd agrees to provide the following services (collectively referred to as “Services”):

Smart website setup (up to 3 pages)

Contact form and chat widget installation

Automation system configuration (email, SMS, lead follow-up)

Smart software account setup and onboarding

Ongoing optimisation and support (depending on selected plan)

Additional or customised services may be agreed in writing and added as an annexe to this Agreement.

2. Pricing

Setup Fee (one-time): $ [INSERT AMOUNT]

Monthly Service Fee: $ [INSERT AMOUNT] per month

All amounts are in USD unless otherwise stated in writing.

3. Trial Period and Payment Schedule

Upon signing this Agreement, the Client shall pay the Setup Fee immediately.

The Client will then receive a 30-day trial period, during which no monthly fee will be charged.
The first monthly payment will be processed 30 days after the setup fee payment date, unless the Client cancels in writing prior to that date.

After the trial period, payments will continue automatically on a monthly recurring basis until the Agreement is cancelled in accordance with Section 5.

No refunds will be issued once the setup fee has been processed, except as required under applicable UK consumer law.

4. Term and Renewal

This Agreement remains in full force and effect on a continuous month-to-month basis, renewing automatically at the start of each billing cycle until cancelled in writing by either party.

There is no fixed end date for this Agreement.

5. Cancellation Policy

The Client may cancel this Agreement at any time by sending written notice at least 30 days in advance to

[email protected].

Cancellations received with less than 30 days’ notice will take effect at the end of the following billing cycle.

All payments due prior to the effective cancellation date remain payable in full.
Failure to provide written notice may result in continued billing until confirmation is received.

Carlo Orlandi Ltd reserves the right to suspend or terminate this Agreement immediately if the Client fails to make timely payments, breaches its obligations, or acts in a way that interferes with service delivery.

6. Client Responsibilities

The Client agrees to:

Provide all necessary materials, credentials, and approvals promptly upon request.

Maintain an active payment method and ensure sufficient funds for recurring payments.

Avoid unauthorised modification of any platform configurations provided by the Company.

Respond to communication within a reasonable timeframe (up to 5 business days).

Failure to comply may delay service delivery or void any applicable guarantees.

7. Liability

To the fullest extent permitted under Scottish law:

Carlo Orlandi Ltd shall not be liable for any indirect, incidental, or consequential damages, including but not limited to loss of profit, data, or business opportunity.

The total liability of Carlo Orlandi Ltd for any claim under this Agreement shall not exceed the total fees paid by the Client for the service in question.

The Company shall not be responsible for downtime, hosting interruptions, third-party platform failures, or security breaches arising from factors beyond its control.

Nothing in this Agreement excludes or limits any statutory rights that cannot legally be excluded under UK law.

8. Privacy & Data Protection

Carlo Orlandi Ltd complies with the UK GDPR and Data Protection Act 2018.
Personal and business information provided by the Client will be processed solely for contractual, operational, and communication purposes.

The Client may request access, correction, or deletion of their data by writing to [email protected]

Please note that data deletion requests may affect or prevent the continuation of our Services, as certain personal and business data are required to operate your account, maintain compliance, and deliver agreed functionalities.

No personal data will be shared with third parties except as required by law or necessary for delivering the Services (e.g., domain registration, hosting, or payment processing).

9. Intellectual Property

All intellectual property, code, and digital assets created by Carlo Orlandi Ltd remain the exclusive property of the Company unless otherwise agreed in writing.

The Client receives a non-exclusive, non-transferable licence to use the deliverables solely for their own business purposes while this Agreement remains active.
Upon termination or non-payment, the Company reserves the right to suspend access to hosted materials and systems.

10. Confidentiality

Both parties agree to treat as confidential all proprietary or sensitive information exchanged under this Agreement and to use such information only for purposes directly related to the performance of the Services.

11. Payment Authorisation

By signing this Agreement, the Client authorises Carlo Orlandi Ltd (SC778123) to charge their selected payment method according to the agreed billing schedule.

The Client agrees not to dispute any transaction corresponding to the terms of this Agreement and must provide at least 7 days’ written notice before the next billing date to update payment details.

12. Governing Law

This Agreement is governed by and construed in accordance with the laws of Scotland, and both parties submit to the exclusive jurisdiction of the Scottish courts.
For international Clients, this Agreement also complies with applicable consumer and data protection laws in their jurisdiction, provided they do not conflict with UK law.

13. Entire Agreement

This Agreement constitutes the full understanding between Carlo Orlandi Ltd and the Client, superseding all prior written or oral discussions or proposals.

No amendment shall be valid unless made in writing and signed by both parties.

14. Acceptance of Terms

By signing below, the Client acknowledges that they have read, understood, and agree to all the terms in this Agreement and have full authority to enter into it on behalf of their business or organisation.