In these Terms and Conditions ("Terms"), the following definitions apply:
By engaging Wide Link, executing an SOW or order form, accessing the Platform, or otherwise using any Services, you confirm that you have read, understood, and agreed to be bound by these Terms.
These Terms apply in conjunction with any signed SOW. If there is a conflict between these Terms and an SOW, the SOW prevails only with respect to the specific subject matter of that conflict, and only where the SOW has been signed by an authorised representative of Wide Link.
You represent and warrant that you have full authority to enter into this Agreement on behalf of the entity you represent, and that you are at least 18 years of age and not a sanctioned person under any applicable law.
Wide Link offers a range of digital growth services, which may include:
The exact scope, deliverables, timelines, and fees for any engagement will be set out in a separate SOW. No engagement is binding until an SOW is signed by both parties or written confirmation is received from an authorised representative of Wide Link.
Subject to the Client's compliance with these Terms and payment of all applicable fees, Wide Link grants the Client a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Platform during the term of the Agreement and solely for the Client's internal business purposes.
The Client shall not, and shall not permit any third party to:
The Client is responsible for maintaining the confidentiality of its account credentials, including all user logins, API keys, and access tokens. The Client is liable for all activity that occurs under its account, whether or not authorised. Account sharing across organisations is prohibited.
Wide Link may, at its sole discretion, update, modify, add, or remove features of the Platform from time to time. We will use reasonable efforts to give advance notice of materially adverse changes, but we make no commitment that the Platform's feature set will remain static.
Any features designated as "beta", "preview", "experimental", or similar are provided on an "as-is" basis without any warranty or support commitment, and may be discontinued at any time.
The Client agrees to:
Delays, errors, or losses arising from the Client's failure to perform its obligations under this Section will not constitute a breach by Wide Link.
Fees for Services and Platform access are set out in the applicable SOW or pricing schedule. Unless expressly stated otherwise, all fees are quoted in Euros (EUR) and are exclusive of any applicable taxes, VAT, withholding taxes, bank charges, or third-party platform costs (e.g., ad spend, software subscriptions, stock licences).
Media budgets and third-party costs are not included in management fees unless explicitly stated. The Client is responsible for funding ad spend directly to the platforms or, where Wide Link agrees to advance such funds, reimbursing Wide Link in full plus any agreed handling fee. Wide Link is not liable for ad-platform billing disputes, suspended accounts, or refused refunds by third-party platforms.
Unless otherwise specified in the SOW, invoices are payable within fourteen (14) days of the invoice date. Recurring fees (including Platform subscription fees and monthly retainers) are billed in advance.
Overdue amounts will accrue interest at 1.5% per month (or the maximum rate permitted by law, whichever is lower), calculated daily until paid in full. Wide Link reserves the right to suspend Services and Platform access if any invoice is overdue by more than fourteen (14) days, without liability for any resulting damage to the Client. The Client shall reimburse Wide Link for all reasonable costs of collection, including legal fees.
Where an SOW specifies a minimum commitment period or minimum monthly fee, the Client remains liable for the full committed amount even if Services are terminated early by the Client other than for Wide Link's uncured material breach.
All fees paid are non-refundable except where required by mandatory applicable law or expressly agreed in writing.
The Agreement commences on the effective date of the first signed SOW or first access to the Platform, whichever is earlier, and continues until terminated in accordance with this Section.
Subscription terms automatically renew for successive periods equal to the initial term unless either party gives written notice of non-renewal at least thirty (30) days before the end of the then-current term.
Either party may terminate an engagement on thirty (30) days' written notice, subject to the Client's payment of all fees due through the end of any minimum commitment period.
Either party may terminate immediately on written notice if the other party:
Upon termination: (a) the Client's right to access the Platform ceases immediately; (b) all outstanding fees become immediately due and payable; (c) each party shall return or destroy the other's Confidential Information; and (d) Sections 6, 8, 9, 10, 12, 13, 18, and any provision intended by its nature to survive shall survive termination.
The Client may request export of Client Data from the Platform within thirty (30) days of termination. After this period, Wide Link may delete Client Data without further notice, except where retention is required by law.
Wide Link retains all right, title, and interest in and to the Platform (CRManager, Nova, and all related modules), including all software, source code, AI models, prompt frameworks, algorithms, dashboards, methodologies, workflows, templates, training materials, internal tools, and any improvements, modifications, or derivative works thereof. Nothing in this Agreement transfers ownership of any Wide Link IP to the Client.
Subject to full payment of all fees due, the Client is granted a worldwide, perpetual, non-exclusive licence to use the final Deliverables produced specifically for the Client under an SOW for the Client's internal business purposes. Wide Link retains ownership of any underlying tools, frameworks, code libraries, AI models, or pre-existing materials used to create the Deliverables.
The Client retains all right, title, and interest in and to its trademarks, brand assets, product information, and Client Data. The Client grants Wide Link a non-exclusive, royalty-free, worldwide licence to use Client IP and Client Data solely as necessary to perform the Services and operate the Platform for the Client.
Wide Link may collect, use, and retain aggregated, anonymised, or de-identified data derived from use of the Platform and the Services (including for product improvement, benchmarking, machine-learning model training, and analytics), provided that such data does not identify the Client or any individual.
If the Client provides any suggestions, ideas, or feedback regarding the Platform or Services, Wide Link may use such feedback without restriction or compensation.
Unless otherwise agreed in writing, Wide Link may reference the Client's name, logo, and a high-level description of the engagement (excluding Confidential Information) in its marketing materials, case studies, and portfolio.
"Confidential Information" means any non-public information disclosed by one party to the other, whether orally, in writing, or by access to systems, that a reasonable person would understand to be confidential, including business strategies, financial information, customer lists, pricing, source code, technical architecture, and unreleased product information.
Each party agrees to: (a) use the other's Confidential Information solely to perform its obligations under this Agreement; (b) protect such information with the same degree of care it uses for its own confidential information, and no less than reasonable care; and (c) not disclose such information to any third party except to employees, contractors, or advisors who have a need to know and are bound by confidentiality obligations no less protective than these.
Confidentiality obligations do not apply to information that is (i) publicly available through no fault of the receiving party, (ii) independently developed without reference to the disclosing party's information, (iii) lawfully received from a third party without confidentiality restriction, or (iv) required to be disclosed by law or court order (subject to prompt notice where legally permitted).
Confidentiality obligations survive for five (5) years after termination of this Agreement, except for trade secrets and source code, which remain confidential for as long as they retain trade-secret status under applicable law.
Wide Link processes personal data in accordance with its Privacy Policy and applicable data-protection laws...
Where Wide Link processes personal data on behalf of the Client in connection with the Services or the Platform, Wide Link acts as a processor and the Client acts as controller. The parties shall, on the Client's request, enter into a separate Data Processing Agreement ("DPA") incorporating standard contractual clauses where required.
The Client warrants that it has obtained all necessary consents and legal bases to share personal data with Wide Link and to process such data through the Platform, including consents for marketing communications, cookies, tracking, and lead routing where applicable.
Each party shall implement appropriate technical and organisational measures to protect personal data against unauthorised access, loss, or destruction. In the event of a personal-data breach, Wide Link will notify the Client without undue delay and cooperate in any required notifications to supervisory authorities or data subjects.
Wide Link warrants that the Services will be performed in a professional and workmanlike manner consistent with industry standards.
Without limitation, Wide Link does not warrant:
AI-generated outputs may contain errors, omissions, or hallucinations. The Client is solely responsible for reviewing and validating any AI-generated content, recommendations, or actions before relying on them.
12.1 IN NO EVENT SHALL WIDE LINK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, LOST BUSINESS OPPORTUNITIES, LOSS OF GOODWILL, OR COSTS OF SUBSTITUTE SERVICES, EVEN IF WIDE LINK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12.2 WIDE LINK'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY, SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO WIDE LINK FOR THE SERVICES OR PLATFORM IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, EXCLUDING ANY PASS-THROUGH AD SPEND OR THIRD-PARTY COSTS.
12.3 WIDE LINK SHALL HAVE NO LIABILITY FOR:
12.4 Nothing in this Agreement limits or excludes liability that cannot be limited or excluded under applicable law, including liability for fraud, wilful misconduct, or death or personal injury caused by negligence.
The Client shall defend, indemnify, and hold harmless Wide Link, its officers, directors, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:
The Services and Platform integrate with third-party services (e.g., Meta, Google, TikTok, LinkedIn, GA4, GTM, Twilio, OpenAI, Anthropic, payment processors, affiliate networks). Use of those services is governed by their own terms and privacy policies, and the Client is solely responsible for complying with them.
Wide Link is not responsible for the availability, performance, accuracy, pricing, policies, or actions of any third-party platform. Any disputes arising with such third parties must be resolved directly between the Client and that third party.
Standard support is available via email at admin@widelink-media.com during Wide Link's business hours: Monday – Friday, 09:00 – 19:00 Hong Kong time, excluding public holidays.
Wide Link will use commercially reasonable efforts to maintain Platform availability but does not guarantee any specific uptime percentage unless an SLA is expressly agreed in writing within an SOW. Scheduled maintenance, third-party outages, and force-majeure events are excluded from any availability calculation.
Neither party will be liable for any failure or delay in performance (except for payment obligations) caused by events beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, pandemics, government action, sanctions, internet or telecommunications outages, cyberattacks, denial-of-service attacks, or failures of third-party services or infrastructure.
The Client may not assign or transfer this Agreement, in whole or in part, without Wide Link's prior written consent. Wide Link may assign this Agreement to an affiliate or to a successor in connection with a merger, acquisition, or sale of substantially all of its assets.
Wide Link may use subcontractors or freelancers to perform the Services, provided that Wide Link remains responsible for their performance and for ensuring they are bound by confidentiality obligations consistent with this Agreement.
This Agreement is governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region, without regard to its conflict-of-laws principles.
The parties shall first attempt to resolve any dispute through good-faith negotiation. If the dispute cannot be resolved within thirty (30) days, it shall be finally resolved by binding arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) in accordance with its administered arbitration rules in force at the time of submission. The seat of arbitration shall be Hong Kong, the language shall be English, and the tribunal shall consist of one (1) arbitrator.
Notwithstanding the above, either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information.
For Clients located in the European Union or United Kingdom, mandatory consumer-protection rights and data-protection rights under local law remain unaffected.
Wide Link may modify these Terms from time to time. The updated Terms will be posted on the Website with a revised "Last updated" date. Material changes will be communicated to active Clients by email or in-Platform notice at least thirty (30) days before they take effect. Continued use of the Services or Platform after the effective date constitutes acceptance of the modified Terms.
Questions about these Terms? Get in touch:
Wide Link Limited
Unit SD, 10/F, 8 Hart Avenue
Tsim Sha Tsui, Kowloon, Hong Kong
Company No. 3172441
Email: admin@widelink-media.com
Web: widelink-media.com