These Terms and Conditions outline the basis on which I, Shelly Shulman, provide consultancy, build, retainer, and digital product services to clients. By engaging my services or purchasing my digital products, you agree to be bound by these terms. These are designed to protect both parties and ensure clarity throughout our working relationship.

These Terms apply to four types of engagement, and some clauses apply differently depending on the type. The four types are defined in Clause 1.

1. Engagement & Types of Service

The scope of work, timelines, deliverables, and fees will be outlined and agreed in writing prior to the commencement of any project. The written proposal or order confirmation forms part of the agreement and takes precedence over any informal discussion or verbal arrangement.

Any work requested or completed outside of the agreed written scope will be treated as additional and quoted, agreed, and invoiced separately before commencement.

1.1 Types of Engagement

These Terms cover the following types of engagement, with some clauses applying differently depending on the type:

Build Projects – one-off projects with a defined scope, deliverables, and end point. Examples: funnel builds, CRM ecosystem builds, sales page builds, membership setups.
Retainers – ongoing monthly arrangements for support, maintenance, or recurring work, governed by a defined hour or scope cap.
Digital Products – one-time purchases of pre-made templates, guides, courses, or downloads. No service is included unless explicitly stated.
Ad-Hoc Work – short, defined pieces of work outside an active build or retainer. Examples: troubleshooting, small system fixes, post-build support beyond the correction window (see Clause 5.1).

2. Business Hours & Scheduling

Standard business hours are Monday to Thursday, 9:00 AM to 5:00 PM (UK time). I aim to respond to all communication within 24 working hours during these hours.

Project work will be scheduled based on mutual availability and confirmed prior to commencement. Where possible, a minimum of five (5) business days’ notice is requested before project initiation. I reserve the right to decline work based on capacity or scheduling conflicts.

Last-minute requests, weekend communications, or content/assets sent outside business hours are not guaranteed to be actioned that week. Work is scheduled in advance, and items received outside the agreed window will be processed in the next available scheduling slot.

3. Fees & Payment

All fees are agreed in advance in writing. Payment terms are as follows:

Build Projects: full payment due before work commences.
Retainers: invoiced monthly in arrears. Payment due at the end of each retainer month.
Digital Products: paid in full at point of purchase.
Ad-Hoc Work: invoiced on completion or weekly for ongoing ad-hoc engagements. Payment due within three (3) business days of invoice.

Delayed payment may result in project pauses, withdrawal of access, or interest charges in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

No work will be commenced or scheduled until payment has been received in full (or the agreed deposit received for projects with split payment terms). Your project will not be added to the calendar or production queue until the relevant invoice is settled.

3.1 Delivery Windows & Payment Triggers

Unless otherwise agreed in writing in the project proposal, the following delivery windows apply:

Tier 1 builds (funnels, sales pages, single-flow ManyChat, email sequences): up to 21 working days from receipt of full payment AND all required client assets, access permissions, and signed-off brief.
Tier 2 builds (CRM ecosystem builds, membership platforms, multi-system integrations): 4–6 weeks from receipt of full payment (or first instalment) AND all required client assets, access permissions, and signed-off brief.
Retainers: monthly, with work scheduled across the active retainer month.

The delivery clock starts only once both conditions are met: payment received AND required client materials supplied. Delays caused by missing or incomplete client materials extend the delivery window accordingly (see Clause 7).

4. Expenses

Additional expenses, such as travel or third-party tools required for delivery (e.g. premium plugins, paid integrations, app subscriptions specifically for your build), will be agreed in advance and itemised on your invoice. These must be reimbursed in full upon presentation of appropriate receipts or documentation.

Standard tools used in the course of my own business operations (project management, file storage, etc.) are not chargeable expenses.

5. Build Delivery, Handover & Correction Window

Where automations, systems, funnels, or integrations are created (e.g. CRM workflows, email sequences, chatbots, sales funnels, membership platforms), they will be handed over in a complete and functional state. Documentation or a basic handover walkthrough will be provided to support ongoing use.

Once delivery is confirmed and the system is operating as intended, I am not responsible for subsequent issues arising from unauthorised changes, third-party interference, or platform updates outside my control. Any such remedial work will be quoted and billed separately at the prevailing rate.

5.1 Correction Window

Each build includes a 14-day correction window from the confirmed delivery date. During this window, any genuine errors, malfunctions, or deviations from the agreed scope will be corrected at no additional charge.

The correction window covers errors in delivery. It does not cover:

New features or additions not included in the original scope.
Changes of mind, design preferences, or stylistic adjustments outside what was originally agreed.
Issues caused by client-side changes after handover.
Issues caused by third-party platforms (see Clause 11).

Beyond the 14-day correction window, support and adjustments fall under Ad-Hoc Work or Retainer terms (Clause 6).

5.2 Scope Lock & Revisions

The proposal or written agreement is the scope. Any changes to scope after the project has commenced require:

Written confirmation of the change from both parties.
Re-quoting of any additional fees.
Adjustment of the agreed delivery window if required.

Each build includes one (1) round of revisions on key deliverables (e.g. funnel structure, sales page copy, sequence flow). Additional revisions are billed at my standard hourly rate or rolled into a separate Build Day. The number of revision rounds will be confirmed in your written proposal.

6. Retainers, Offboarding & Ad-Hoc Work

6.1 Retainer Terms

Retainer agreements include a defined number of hours or scope cap per calendar month, as set out in your retainer agreement. Standard retainer terms are:

Hours are allocated per calendar month and do not roll over to the following month if unused.
Work beyond the monthly cap is billed at my standard hourly rate, OR can trigger an upgrade conversation.
Retainer hours cover ad-hoc support, small system adjustments, and questions. They do not cover new builds or projects, which are quoted separately.
Retainer agreements run on a rolling monthly basis with one (1) full calendar month’s notice required to terminate from either party.
Requests via email, message, or project management tools during a retainer month are deemed billable retainer requests unless cancelled in writing within 24 hours.

6.2 Ad-Hoc & Post-Engagement Work

Once a build or retainer ends, any further work, including but not limited to finalising documents, completing pending deliverables, providing access or reports, responding to follow-up queries, or troubleshooting, will be considered Ad-Hoc Work and charged at my standard hourly rate or relevant call-out fee.

If you choose to move from a retainer to an “as-needed” basis, please note:

Time spent on any outstanding or new work will be tracked and invoiced as required.
Requests via email, message, or project management tools are deemed a request for services and are therefore billable unless cancelled in writing before work begins.

If you are unsure whether something will be chargeable, please ask. I will always clarify before beginning.

To avoid confusion, I strongly recommend clear written closure on retainer projects.

7. Client Responsibilities & Information Provision

To deliver work efficiently and within agreed timelines, I rely on clients to provide prompt access, information, content, feedback, and approvals as requested throughout the project.

You agree to:

Provide all required information, assets, logins, access permissions, and approvals within the timeframe specified or reasonably requested.
Ensure the information supplied is accurate, complete, and up to date.
Respond to requests for information in a timely manner so work can progress as planned.

Please note:

I do not chase for information, approvals, or assets beyond one courtesy reminder.
Any delay in providing requested information will result in project delays, rescheduling, or additional fees if timelines need to be adjusted.
If required information is not supplied within four (4) weeks of the project start date, I reserve the right to close the project and invoice for work completed to date. No refund will be issued for client-side delays of this nature.

If delays arise due to the client, I reserve the right to adjust timelines, reschedule the project into the next available slot, or close the project and invoice for the work completed to date.

8. Communication Boundaries

To maintain an effective working relationship and ensure clarity, all project communication should take place via email, approved project management tools, or scheduled calls.

You agree to:

Communicate respectfully and within reasonable working hours.
Avoid excessive, repeated, or urgent messages outside of agreed project channels unless previously arranged.
Provide clear written instructions and avoid sending voice notes, screenshots, or ad hoc messages that may create confusion unless requested.
Send all build content, assets, or scheduled-content materials with reasonable lead time. For social/content scheduling work, materials must be received at least 48 working hours before the first scheduled item.

I reserve the right to:

Respond within standard working hours only.
Redirect communication back into the appropriate channel.
Decline requests sent outside of agreed communication methods if they impact workflow or clarity.
Decline last-minute requests received outside of the agreed lead time.

These boundaries ensure efficiency, clarity, and the best possible outcome for your project.

9. Respectful Conduct & Zero-Tolerance Policy

I am committed to working in a respectful, professional environment. Aggressive, rude, dismissive, or inappropriate behaviour will not be tolerated under any circumstances.

This includes:

Disrespectful or hostile messages.
Blame-shifting for delays caused by lack of client action.
Unreasonable demands, pressure, or expectations.
Dismissive comments about my skill, expertise, or approach.

Where such behaviour occurs, I reserve the right to:

Pause work immediately.
Request written communication only.
Terminate the contract without refund if behaviour continues.

A positive and respectful working relationship is essential for quality delivery.

10. Third-Party Tools, Tech Limitations & Dependencies

Many of the services I provide rely on third-party platforms (e.g. GoHighLevel, Kartra, ManyChat, MailerLite, Meta, Stripe, Twilio, website hosts, domain providers, Google services, Zapier).

You acknowledge and agree that:

I cannot control the reliability, downtime, bugs, delays, pricing changes, or limitations of third-party systems.
I am not liable for delays or issues caused by platform errors, bugs, outages, verification failures, DNS propagation, hosting issues, or platform policy restrictions (e.g. Meta or Twilio compliance changes).
Any additional work required due to third-party faults, limitations, or updates will be billed separately.
Some features or integrations may require additional client verification, subscriptions, upgrades, or approvals which are your responsibility to action.
Where a third-party tool’s functionality changes after your build is delivered, any required adjustments to your system fall outside the correction window and will be quoted separately.

I will always make best efforts to troubleshoot issues, but I cannot guarantee outcomes dependent on external systems.

11. Intellectual Property

Unless explicitly agreed otherwise in writing, I retain full ownership of all intellectual property rights in any systems, frameworks, materials, templates, automations, content, and tools developed during the course of the engagement. This includes, but is not limited to, written content, strategy documents, workflows, automation structures, and digital assets.

Upon full payment, you are granted a non-exclusive, non-transferable licence to use the deliverables for the purposes set out in our project scope. This licence does not include the right to reproduce, resell, distribute, or modify the intellectual property for commercial purposes without my prior written consent.

I reserve the right to reuse elements of the work (excluding any confidential client data) across future client projects, internal materials, or other commercial offerings.

12. Digital Products & Licensing

By purchasing any digital product from me (including but not limited to templates, guides, workbooks, courses, or digital downloads), you are granted a non-exclusive, non-transferable licence to access and use the material for your personal or business use only.

You may not:

Resell, redistribute, share, or transfer the content (in full or in part) to others.
Claim the content as your own.
Use the content to create competing products or services.

All digital products remain the intellectual property of Shelly Shulman. Purchase does not grant ownership or the right to repackage, recreate, or sublicense any materials.

Digital products are non-refundable once access has been granted, except where required by UK consumer law.

If you have difficulty accessing or using a product, please contact shelly@shellyshulman.com.

13. Confidentiality

All client information shared during the course of the project will be treated as confidential. I will not disclose any proprietary or sensitive information to third parties without prior written consent, unless required to do so by law.

13.1 Use of Artificial Intelligence Tools

In the course of providing services, I may use artificial intelligence (AI) tools to support my work. Where I do so, I take the following steps to protect your confidential information:

I only use AI tools that do not use submitted content to train their models.
I do not input your confidential business information, client data, or sensitive materials into AI tools in a way that could compromise their privacy or security.
I do not input sensitive personal data (as defined under UK GDPR) into AI tools.
Any AI-generated outputs are treated as drafts and reviewed by me before use.

If you have specific requirements around AI tool usage, please raise these before we begin work together so we can agree an approach in writing.

14. Data Protection

I comply with all applicable data protection legislation, including the UK GDPR and the Data Protection Act 2018. If, during the course of providing services, I act as a data processor on your behalf, this will be governed by a separate Data Processing Agreement if required.

15. Termination & Refunds

Either party may terminate the engagement with four (4) weeks’ written notice. Immediate termination may apply in the event of material breach or misconduct.

15.1 Refunds & Mid-Engagement Termination

Once a build has commenced, payments made are non-refundable. The following applies in the event of early termination:

If the client terminates the engagement without cause, all payments made to date are forfeit, and any remaining instalments due under the agreed payment plan up to the work completed remain payable.
If I terminate the engagement due to client breach, behavioural issues (Clause 9), or non-payment, payments made to date are forfeit and no refund will be issued.
If I terminate the engagement for reasons within my control (excluding force majeure — see Clause 19), a fair pro-rata refund will be issued for work not yet completed.
Digital Product purchases are non-refundable once access has been granted, except as required by UK consumer law.

In all cases, work completed up to the termination date remains the property of Shelly Shulman until full payment is received per Clause 11.

16. Limitation of Liability

While every effort is made to provide accurate and high-quality work, my total liability under or in connection with the engagement is limited to the total amount paid by the client for the services in question.

I am not liable for any indirect, incidental, or consequential loss or damage, including but not limited to business interruption, loss of revenue, loss of data, loss of profits, or loss of goodwill arising from the use or non-use of any deliverable.

Nothing in these Terms excludes or limits liability that cannot lawfully be limited under UK law.

17. Independent Contractor Status

I operate as an independent contractor. Nothing in these terms creates an employment, partnership, agency, or joint venture relationship. You are not responsible for any tax or national insurance contributions on my behalf.

18. Governing Law

These terms are governed by the laws of England and Wales. Any disputes arising from this agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.

19. Force Majeure

Neither party shall be liable for failure to perform or delay in performing any obligation under these Terms where such failure or delay is caused by circumstances beyond their reasonable control. This includes, but is not limited to:

Serious illness, injury, or family emergency.
Acts of God, fire, flood, or natural disasters.
Internet, hosting, or major platform outages.
Government action, public health emergencies, or restrictions affecting work.

Where such an event occurs, I will notify the client as soon as reasonably possible and agree a revised timeline. If the event prevents performance for more than four (4) weeks, either party may terminate the engagement, with a fair pro-rata refund issued for work not yet completed.

If you require a formal agreement before work commences, or would like to clarify any of these terms, please get in touch before entering into a working relationship.

Last updated: June 2026