Terms & Conditions — Full-Service Marketing Plans

Provider — Rocksoft sp. z o.o., registered in Ustroń (ul. Katowicka 216, 43-450 Ustroń, Poland), KRS 0000891919, NIP 5482733607, trading as Diligently ("Provider"). These Terms apply to businesses (B2B) only.

1. Definitions

• Client — the business entering into an agreement with the Provider for services covered by these Terms.
• Plan — one of the Full-Service Marketing plans: Starter, Growth, Premium or Enterprise, as described on diligently.pl/pricing.
• Hours Pool — the monthly allowance of working hours attached to the chosen Plan (Starter: 2h, Growth: 5h, Premium: 10h, Enterprise: agreed individually), used for the activities defined in Section 3.
• Billing Period — the monthly cycle, counted from the date the Plan is activated.
• Agreement — the agreement between Client and Provider, made up of the Plan order, these Terms, and — where applicable — a data processing agreement (Section 9).

2. Subject matter and scope of the Plan

Each Plan includes a Strategy Workshop, a visual identity package, a website package, a monthly Hours Pool, and reporting under Section 7. The exact scope and pricing of each element of each Plan are published on diligently.pl/pricing and form part of the Agreement.

The Enterprise Plan is scoped and priced individually. These Terms apply to the Enterprise Plan accordingly, unless the parties agree otherwise in writing.

1. The Hours Pool covers marketing work requested by the Client, in particular: ad campaign management (Google Ads, Meta Ads and others), SEO, social media management, graphic design, and the marketing project management needed to coordinate this work.
2. The Hours Pool does not cover the Provider's own account-management time (e.g. sales correspondence, sales meetings) — the Provider covers that cost itself.
3. Advertising budget (media spend) on ad platforms is not included in the Plan price and is paid by the Client directly to the relevant platform.
4. Unused hours from a Billing Period roll over to the next one, up to a cap of twice the Plan's monthly Hours Pool. Hours beyond that cap expire at the end of the Billing Period in which they were earned.
5. Work beyond the Hours Pool in a given month requires the Client's prior written approval (an email or a confirmation in the task-management system named by the Provider, e.g. ClickUp, counts as written form). Hours beyond the Pool are billed at EUR 50 net per hour (or part thereof).
6. As part of the visual identity and website packages, the Client is entitled to a number of revision rounds depending on the Plan: Starter — 2 rounds, Growth — 4 rounds, Premium — 6 rounds. Further rounds are billed from the Hours Pool or, once it is exhausted, under point 5 above.
7. Where a task requires materials, content, access or a decision from the Client, and the Client does not provide it within 5 business days of the Provider's request, the Provider may treat the hours reserved for that task as used, and the task's delivery date is extended by the length of the Client's delay.

4. Accounts and data ownership

1. Accounts needed to deliver the services (e.g. Google Ads, Meta Business Suite, Google Analytics, Search Console) are opened in the Client's name, with the Provider given administrator access for the term of the Agreement. At the Client's request, the Provider may open and run these accounts itself — in that case, the parties will agree on how access is handed over once the Agreement ends.
2. Domain registration/renewal costs are the Client's responsibility and are billed separately, at the Provider's rates in force on the date of purchase or renewal.
3. After the Agreement ends, on the Client's request made within 30 days of termination, the Provider will provide an export of the content stored in the CMS as a ZIP archive emailed to the Client's nominated address. For large files, the Provider will instead share a SharePoint link by email, valid for 14 days from when it is shared.

5. Contract term, termination and intellectual property

1. The Agreement runs for an initial term of 12 months from the date the Plan is activated (first payment), and renews automatically for an indefinite period afterwards, subject to point 4 below.
2. During the first 12 months, the Client may terminate the Agreement early, but is then required to pay the Provider an amount equal to the subscription fees for the remainder of the 12-month term, payable in full within 14 days of termination.
3. Until the 12-month term has elapsed, the Provider grants the Client a non-exclusive, non-transferable licence to use the graphic elements, website design and visual identity system produced under the Agreement, to the extent needed to run the Client's business. Full economic copyright in these elements transfers to the Client once the 12-month term has elapsed, provided the Client has settled all amounts due under the Agreement.
4. After the 12-month term, either party may terminate the Agreement with 1 month's notice, effective at the end of a calendar month.
5. After marketing services end, the Client may continue with website hosting alone, under the Hosting Terms & Conditions; full technical support is only available on the CMS Basic and CMS Standard hosting tiers.

6. Payments

1. Services are billed monthly via Stripe, by card.
2. The first payment is charged 30 days after work begins, unless the visual identity package is delayed for reasons attributable to the Provider — in which case the first payment date shifts accordingly. Later payments recur on the same cycle, with no fixed day of the month.
3. If a card payment fails, Stripe's standard retry logic applies. The Provider will contact the Client to resolve the situation. The Client may also pay by bank transfer, though card remains the preferred and default method.
4. Invoices are issued automatically via Stripe. The default billing currency is EUR; a different currency can be agreed individually.
5. Plan prices may be indexed annually in line with rising costs. The Provider will notify the Client of a price increase at least one full calendar month before it takes effect.

7. Reporting

1. The Provider gives the Client an ongoing view of Hours Pool usage via ClickUp (or another task-management tool named by the Provider).
2. As standard, between the 5th and 10th of each month, the Provider sends the Client a results report for the previous month. The exact scope of the report (e.g. website traffic, number of leads, search ranking positions) is agreed individually with the Client at the start of the engagement.

1. The Provider aims to respond to a Client request within 2 business days.
2. The rules on the Client's timely delivery of materials, and the consequences of not doing so, are set out in Section 3, point 7.
3. The Provider carries out marketing activities carefully and in line with current market practice. Because factors outside the Provider's control affect the outcome (market conditions, decisions made by ad platforms and search engines, competitor activity, the quality of the Client's own product or service), the Provider does not guarantee any specific business result (e.g. a given increase in sales, number of leads, search rankings or website traffic).
4. The Provider's liability to the Client for any failure to perform, or improper performance of, the Agreement is limited to actual loss incurred (excluding lost profit), and capped at the total fees paid by the Client in the 3 months preceding the event giving rise to the claim. This cap does not apply to loss caused by wilful misconduct.
5. Neither party is liable for failing to perform its obligations under the Agreement where this is caused by force majeure — external events that could not have been foreseen or prevented (including natural disasters, war, internet infrastructure outages at global or regional scale, acts of public authorities, or pandemics). The affected party will promptly notify the other of the event and its expected impact on the Agreement.

9. Personal data

Where the Provider processes personal data on the Client's behalf while delivering the services (e.g. data collected via contact forms, CRM systems, mailing lists), the parties will enter into a separate data processing agreement (DPA), attached to and forming an integral part of the Agreement.

10. Confidentiality

Each party will keep confidential the commercial, technical and organisational information it obtains from the other in connection with the Agreement, both during its term and for 2 years afterwards, except for information that is publicly available or that must be disclosed by law.

11. Final provisions

1. The Agreement is governed by Polish law.
2. The parties will try to resolve any dispute amicably; failing that, disputes are resolved by the court with jurisdiction over the Provider's registered seat.
3. The Provider may amend these Terms. Changes take effect with 30 days' notice to the Client and do not apply to a Billing Period already in progress when the change is announced.
4. Matters not covered by these Terms are governed by the Polish Civil Code.
5. These Terms are published in English and Polish. In case of any discrepancy between the two versions, the Polish version prevails.