Terms & Conditions

Last updated: 20 November 2025

These Terms and Conditions (Terms) govern services provided by StrategyFive (the trading name of Nordic Creative Limited) to business clients. By engaging our services you agree to these Terms. If a signed Order Form, Master Service Agreement (MSA) or Statement of Work (SOW) sets different terms, that document takes precedence for that service.

1) Company, Trading And Notices

Trading name: StrategyFive
Legal entity: Nordic Creative Limited (Company No. 07580121)
VAT: GB 485 7059 50
Registered address: Kemp House, 152 City Road, London, EC1V 2NX, United Kingdom

Rebrand note: We rebranded from a prior trading name LightningSite which will no longer be used. Agreements referencing that former name remain valid and are honoured in full by Nordic Creative Limited trading as StrategyFive. No action is required.

2) Performance Based CRO Partnership For WooCommerce

2.1 Definitions

• Performance Gateway: the initial 90 day proof period with no fees unless the guarantee below is met.
• Measurement Month: a calendar month from 00:00 on day 1 to 23:59 on the last day (used for post proof comparison and billing).
• Measurement Window: a rolling 30 day period used solely to verify success during the Performance Gateway.
• Baseline Month: the same calendar month in the prior year (unless a Pegged Baseline is agreed).
• Baseline Period: the same dates in the prior year that correspond to a Measurement Window.
• Conversion Rate (CR): GA4 purchase conversion rate for sessions in the relevant period.
• Revenue Per Visitor (RPV): Net Revenue divided by Total Sessions. This metric captures improvements in both Conversion Rate and Average Order Value.
• Success Threshold: a minimum twelve percent year on year increase in Revenue Per Visitor (RPV) OR Conversion Rate in any Measurement Window versus its Baseline.
• Net Revenue (GA4): GA4 revenue excluding VAT, shipping and any refunds or chargebacks posted within 30 days of the original transaction.
• Incremental Revenue (Billing Metric): The specific revenue value attributable to optimization, calculated strictly by the formula in Section 2.3.1 to exclude traffic volume variance.
• Material Market Disruption (MMD): extraordinary macro economic events that make year on year comparisons unreliable (for example government mandated retail restrictions, pandemic response measures, war or comparable shocks).
• Consent Reset Stabilisation Period: the first 7 days after a change to consent tooling or settings that require renewed explicit consent.
• Source of truth: GA4 is the single source of truth for all measurements under these Terms.
• Pre Start Snapshot Period (PSSP): the 90 days ending the day before the Performance Gateway starts.
• Pre Start Drift (PSD): the year on year percentage change in Conversion Rate (GA4) during the PSSP versus its Baseline Period.
• Drift Threshold: an absolute PSD of 8% or more.
• Observed Uplift (OU): the year on year percentage change in Conversion Rate or RPV for a Measurement Window versus its Baseline Period.
• Adjusted Uplift (AU): OU minus PSD. Applied only when the Drift Threshold is met.
• Rounding: percentages are calculated to two decimal places. Invoices show the figures line by line.

2.2 Ninety Day Performance Gateway And Twelve Percent Uplift Guarantee

We work at no cost during the first 90 days. If any Measurement Window within that period achieves the Success Threshold, the proof is successful. The paid partnership then commences for that successful 30 day window and we issue the first invoice in arrears for that window. Thereafter, billing is monthly in arrears under Section 2.4. If we do not achieve twelve percent within 90 days, you may walk away owing £0. Where the Drift Threshold is met, success during the Performance Gateway is verified on Adjusted Uplift (AU ≥ 12%).

2.3 Measurement, Fairness And Disputes

• GA4 as arbiter: all uplift and fee calculations use GA4. We provide a Looker Studio dashboard and a monthly one page Performance Report with baselines, results and fees.
• Testing quality: where A/B tests are used, winners require at least 95% two tailed significance, no material sample ratio mismatch (±2.5%), a minimum run time of 14 days and no material anomaly. Power analysis informs sample sizes.
• Fair play normalisation: if an anomaly or significant change would distort a year on year comparison, we may exclude affected days, extend the window or apply a documented adjustment. Examples include: tracking outages, consent signal loss or CMP misconfiguration, unusual one off promotions not run year on year, major channel mix shifts, stock out of top SKUs, force majeure, payment gateway downtime, material site changes introduced mid month without notice.
• Material Market Disruption (MMD): where a period is materially affected by an extraordinary macro event that makes year on year comparison unreliable, we may designate the affected days or month as MMD and exclude those days, extend the period or apply a documented adjustment. MMD months do not count towards the consecutive month test in Section 2.5.
• Independent determination: unresolved measurement questions that remain after 5 business days may be referred by either party to an independent CRO or analytics specialist jointly appointed. Their determination is final and binding for that month. Fees for the determination are shared equally.

2.3.1 Definition of Incremental Revenue (Billing Formula)

Fees are calculated strictly on “Incremental Revenue” to exclude the impact of traffic fluctuations. Incremental Revenue is defined as: The total Sessions for the billing period multiplied by the difference between the Current Revenue Per Visitor (RPV) and the Agreed Baseline RPV.

Formula: Sessions_Current × (RPV_Current - RPV_Baseline)

This ensures the Client does not pay performance fees on revenue generated solely by increased traffic volume or media spend.

2.3.2 Anomalous or Missing Data (“Pegged Baseline”)

Where historical GA4 data is absent, incomplete (e.g. less than 3 months), or unreliable due to recent re-platforming:

1. The parties shall agree in writing on a fixed “Pegged Baseline” for Conversion Rate and/or RPV during the Onboarding Phase (e.g. based on the first 30 days of stable tracking).
2. The Performance Guarantee (Section 2.2) and subsequent Uplift calculations shall be measured against this Pegged Baseline rather than Year-on-Year history.
3. If the agreed uplift target against the Pegged Baseline is not met, Performance Fees remain at £0.

2.3A Baseline Drift Guardrail (90 Day Pre Start Snapshot)

This guardrail makes uplift measurement fair when the site is already trending up or down before we start, or when conditions outside either party’s control have shifted.

• Snapshot and drift: we take a Pre Start Snapshot Period of 90 days ending the day before the Performance Gateway starts and compute Pre Start Drift as the year on year percentage change in Conversion Rate for those same dates.
• When it applies: if |PSD| ≥ 8% we apply Adjusted Uplift to all uplift verification during the Performance Gateway and to the first three Measurement Months after proof. We may continue applying it thereafter by mutual written agreement where the same underlying drivers persist.
• How it is calculated: AU = OU − PSD. In words, we subtract the pre existing up or down drift from the observed year on year uplift so the result reflects the value created during our engagement rather than unrelated tailwinds or headwinds.
• Illustrations:
  • Negative drift example: PSD = −10% (site was trending down). If a window shows OU = +2%, then AU = +12% and the gateway succeeds because AU meets 12%.
  • Positive drift example: PSD = +20% (site was already trending up). If a window shows OU = +12%, then AU = −8% and the gateway has not yet succeeded on AU.
• Scope and exclusions: days flagged as MMD or within the Consent Reset Stabilisation Period are excluded from the snapshot and from windows used for AU. Where site changes or consent settings materially alter tracking mid period, we may restart the snapshot or adopt the first full consent compliant 30 day window as a new baseline under Section 2.9 or Section 2.3.2.
• Transparency: your Performance Report shows PSD, OU and AU for each relevant window with the underlying GA4 extracts.

2.4 Fees, Billing And Caps

After a successful Performance Gateway, you select a tier that combines a base retainer plus a percentage of Incremental Revenue for each Measurement Month, with a hard monthly cap that is all inclusive. We only bill on positive Incremental Revenue.

• Billing cadence: monthly in arrears. By the 10th to 15th we provide the Performance Report for the prior month. Invoices list “Base Retainer – Month X” and “Performance Bonus (Y% of Incremental Revenue) – Month X”.
• Payment method: Stripe for cards and wallets and GoCardless for UK direct debit and BACS. VAT is added where applicable. Raise disputes within 14 days of invoice.
• True up for refunds: GA4 refunds or chargebacks posted within 30 days reduce uplift. If they post after invoicing, we credit them on the next invoice.
• Fee cap guarantee: in any month the combined base plus performance will not exceed the cap for your tier. If a miscalculation occurs, your liability is limited to the cap.
• Verification: you will grant reasonable read only access to GA4 and, if requested, short CSV extracts to verify calculations.

First invoice after proof: where the Success Threshold is achieved during the Performance Gateway, the first invoice covers that successful Measurement Window in arrears. Thereafter invoicing is by Measurement Month.

Fee Tiers are set out in Schedule 1 and are fixed at signature. Later website updates do not amend Schedule 1 without a signed addendum.

2.5 Guardrail

If two consecutive post proof Measurement Months show less than eight percent year on year Revenue Per Visitor (RPV) uplift, the performance fee is suspended from the next invoice and you pay only the base retainer until a month clears eight percent. Months designated as MMD under Section 2.3 are ignored when counting the two consecutive months. Where the Drift Threshold applies, this check uses Adjusted Uplift.

2.6 Upgrades And The Fifteen Percent Upgrade Guarantee

• You may upgrade tiers at any time, effective from the next Measurement Month unless agreed otherwise.
• Upgrade Guarantee: on upgrade we continue billing at the prior tier rates until cumulative uplift reaches fifteen percent from the upgrade start. New tier rates then apply from the next month.

2.7 Client Responsibilities

• Maintain functioning GA4 purchase tracking and required consent tooling.
• Consent and cookie compliance via CookieScript: you will implement and maintain a lawful consent mechanism using CookieScript (cookie-script.com) or an equivalent CMP on your site and keep it configured correctly. Where we assist with CMP setup, you remain responsible for compliance. Measurement windows may be paused or adjusted if consent signals materially impair GA4 or testing data. See Section 2.9.
• Provide timely approvals, content and access (GA4, WooCommerce, testing tools). Avoid uncoordinated changes that risk invalidating tests. Measurement windows may be paused or adjusted if needed.
• Third party plugin licences: you are responsible for purchasing and renewing third party licences such as Yoast Premium. If licences are not provided or renewed, we cannot guarantee updates or security and we are not liable for related issues.
• We do not manage your paid advertising. We may recommend actions.

2.8 Change Control, Acceptance And Rollback

• Acceptance: an experiment or change is accepted when you give written sign off or when we deploy a winning variant per your approval process.
• Out of scope after acceptance: client requested changes after acceptance or changes outside the agreed testing scope are billed as development at £65 per hour plus VAT with a 0.5 hour minimum unless otherwise agreed in a SOW. We do not provide fixed price quotes for development; all such work is billed hourly on a time and materials basis.
• Rollback: if you request rollback of an accepted change that is not due to our defect, rollback work is time and materials at the above rate.
• Change Requests: material scope changes are documented, estimated and approved in writing before work proceeds.

2.9 Consent Reset Protocol (GDPR)

Activating or tightening a consent mechanism (for example CookieScript) can reduce measured sessions and conversions in GA4 because only users who opt in are tracked. This may create an apparent step change versus pre compliance periods. To keep comparisons fair we will:

• treat the first 7 days after a consent change as a stabilisation period and exclude them from uplift verification and fee calculation,
• where feasible, use like for like segments (for example “consenting users only”) for comparisons during the first full Measurement Window post change, or
• if segments are unavailable or unsuitable, adopt the first full consent compliant 30 day window as the new baseline for uplift calculations.

For avoidance of doubt, a reduction in measured traffic due to consent enforcement is not a performance shortfall and does not count towards the Section 2.5 guardrail months.

2.10 Revenue & Spend Independence

Our success guarantee and guardrails are defined by Conversion Rate or RPV uplift (GA4). Total Revenue can move for reasons outside our control (for example media spend changes, pricing, stock or supply constraints). A period may show lower Total Revenue while still meeting the required performance uplift. The percentage performance fee is only ever billed on positive Incremental Revenue (Section 2.3.1) and remains subject to the cap.

3) Service Options

3.1 CRO Partnership

As set out in Section 2 and Schedule 1.

3.2 Platform Only Plan For Very Small Businesses

• Price: £250 per month plus VAT.
• Includes: high speed hosting platform access, security hardening and a maintenance cadence.
• Excludes: CRO services, design or development projects, content and paid media.
• Licences: all third party plugin and theme licences are your responsibility.
• Uptime and SLA: see Section 6. No money back guarantee.

3.3 Legacy Services For Pre Rebrand Clients

Your existing services, pricing and SLAs continue as agreed. Contracts that reference our previous trading name remain valid and are performed by Nordic Creative Limited trading as StrategyFive.

3.3.1 Hosting

• Acceptable use: no illegal or infringing content, spam or abusive activity and no excessive resource consumption that degrades the platform.
• Uptime target: 99.0% per calendar month excluding scheduled maintenance, client introduced issues and force majeure. If monthly uptime falls below 99.0% you receive a fixed £250 platform credit applied to your next invoice.
• Backups and maintenance: at least two independent backup copies; daily database backups with 7 retained; twice weekly full backups; encrypted and stored redundantly.
• Domains and email: we can manage domains on request. We do not provide mailbox hosting. We assist with DNS as needed.
• Third party infrastructure: we may use third party providers such as hosting, CDN and DDoS services. We do not warrant their uptime or performance.

3.3.2 Development And Maintenance

• Rates and basis: unless a legacy agreement states otherwise, ad hoc or additional work is billed at £65 per hour plus VAT with a 0.5 hour minimum on a time and materials basis. We do not offer fixed price quotes for development. Estimates are planning guides only. A deposit may be requested to secure capacity.
• Scope changes: material changes beyond the agreed brief are documented, estimated and approved before proceeding.
• Diagnostics & investigation: time spent reproducing issues, reading error logs, profiling, performance tuning and compatibility checks is chargeable at the hourly rate, including on sites we did not originally build.
• Warranty: Defect remedy period: for 12 months after acceptance we will correct defects in our deliverables (as defined in Section 8.4) at no charge. Corrections do not cover third party changes, platform or plugin updates after go live, environmental issues, data volume or scale effects, or client/third party changes.
• IP and credits: on full payment, you own delivered code and design excluding our pre existing tools, libraries and know how, which we license for your site. Open source remains under its licences. A discreet “Website by StrategyFive” credit should remain for 12 months unless agreed otherwise.

4) Term, Suspension And Termination

4.1 CRO Partnership

• Rolling month to month. Either party may terminate on 30 days’ written notice.
• Fees are billed in arrears. Any base and performance amounts accrued up to the termination date, including true ups, remain payable.

4.2 Suspension Or Termination For Breach

We may suspend or terminate for non payment, prohibited content or material breach after notice and a reasonable opportunity to cure.

5) Billing, Payment And Disputes

• Invoicing: monthly in arrears with transparent itemisation. Raise invoice disputes within 14 days.
• Payment methods: Stripe for cards and wallets, GoCardless for UK direct debit and BACS.
• Taxes: all prices exclude VAT. VAT is charged where applicable.
• Late payment: statutory interest and reasonable recovery costs may apply. We may suspend services after 7 days’ written notice if invoices remain unpaid.
• Anti fraud: we do not notify bank detail changes by email. Payments are made only via Stripe or GoCardless through our portal. Contact accounts @ strategyfive.io if in doubt.
• Rate changes: we may update our standard hourly rate with 30 days’ written notice. The current rate is shown in these Terms.

6) Service Levels

• Support hours: 09:00 to 17:30 UK time, Monday to Friday excluding UK public holidays.
• Channels: support by email or ticket. Escalation details are provided in your Order Form.
• Maintenance windows: planned maintenance is outside UK working hours where possible and will be notified in advance. Code freeze or blackout periods may apply in peak retail seasons such as Black Friday and Cyber Monday.

Severity And Targets

• P1 Urgent: site down, purchase or checkout failures not attributable to the payment gateway or a critical security issue being actively exploited. Target first response: 2 hours. Target restore or workaround: 4 hours.
• P2 High: major function materially impaired, for example add to cart failing intermittently or a critical admin block. Target first response: 4 business hours. Target restore or workaround: 2 business days.
• P3 Standard: routine defects or requests without material revenue impact. Target first response: 8 business hours. Target restore or workaround: 5 business days.
• Exclusions: third party outages, force majeure, client introduced defects, environments we do not control, lack of access or licences, CMP or consent misconfiguration.

7) Data Protection (GDPR) Summary

For CRO services you act as Controller and StrategyFive acts as Processor for personal data processed through analytics and experimentation tools such as GA4, Clarity or Hotjar and Nelio. For our own marketing and leads we act as Controller. A Data Processing Addendum (DPA) is incorporated by reference and available on request or signature.

7.1 Processor Obligations

• Process personal data only on your documented instructions and the contract.
• Maintain appropriate technical and organisational security such as encryption in transit, role based access, multi factor authentication where available and logging.
• Ensure personnel confidentiality. Assist with data subject requests and DPIAs where reasonable.
• Notify without undue delay upon becoming aware of a personal data breach affecting your data.
• Delete or return personal data upon termination within 30 days, except where law requires retention.

7.2 Sub Processors

• CookieScript for consent management.
• Google for GA4 and Looker Studio.
• Microsoft and Hotjar Ltd for Clarity or Hotjar behaviour analytics.
• Nelio Software S.L. for A/B testing.
• Stripe Payments Europe, Ltd for card payments.
• GoCardless Ltd for direct debit collection.
• Hosting and CDN providers in the UK or EU for infrastructure.

We may update this list with notice under the DPA. Where personal data is transferred outside the UK or EEA, we will ensure an appropriate transfer mechanism such as the IDTA or SCCs is in place.

7.3 Retention

We keep service data while you are a client so we can provide and improve the service. We may keep optimisation and test metadata and de identified performance data to improve services. You can request deletion of client specific data at any time, subject to legal retention and backups.

See our Privacy And Cookies Notice for details.

8) Legal

8.1 Measurement And Data Integrity

We rely on GA4 and WooCommerce data you control. If tracking breaks or data is corrupted, including consent signal loss, we will pause, extend or normalise as set out in Section 2.3 and Section 2.9. You will provide reasonable read only access for verification.

8.2 Intellectual Property

• On full payment, you own deliverables we create for you. Our pre existing tools, libraries and know how remain ours and are licensed to you for your site. Open source remains under its licences.
• Learning reuse: we may use de identified learnings, aggregated benchmarks and generic code snippets across clients to improve services and platform performance. We will not disclose your Confidential Information or personal data. We will not act in a clear conflict of interests.

8.3 Confidentiality

Each party will keep the other’s non public information confidential and use it only to perform under these Terms. Exclusions apply for information that is public, independently developed or rightfully received from a third party. Obligations survive for three years or longer for trade secrets.

8.4 Defects, Changes And Environmental Issues

Defect means a reproducible failure of a deliverable to meet the written acceptance criteria in the supported environment agreed at sign off (for example the agreed WordPress/WooCommerce and PHP versions, hosting plan and plugin versions).

• Not defects: issues caused by third party plugins or themes, hosting or CDN, content or data changes, data volume or scale effects (for example very large product catalogues or order histories), breaking platform updates, payment gateway outages, or client/third party changes after acceptance.
• Remediation: corrections of defects within the applicable remedy period are provided at no charge. Remediation of non defects is billed at the hourly rate.

8.5 Responsible Use Of AI

We may use reputable AI assistants, including Google Gemini Pro 2.5 Chat and OpenAI GPT 5 Pro, to support internal research, drafting and quality checks. We will not input your Confidential Information or personal data into such tools without written consent. Human review governs all outputs. This clause does not authorise any AI processing of your customer data.

8.6 Limitations Of Liability

• No liability for indirect, special or consequential loss or for lost profit, revenue, goodwill or data.
• Cap: our aggregate liability is limited to the greater of the fees paid in the prior six months for the service giving rise to the claim, three times the then current monthly base retainer for that service or £1,000 if no fees have yet been paid.
• Nothing limits liability for death or personal injury caused by negligence, fraud or any liability that cannot be limited by law.

8.7 Indemnities

• Client indemnity: you indemnify us against claims arising from your content, unlawful instructions or your breach of law.
• Our IP indemnity: we indemnify you for third party IP infringement by deliverables we create, excluding your materials, configurations to your code and open source under its licence.

8.8 Publicity

We may reference your name or logo and anonymised results in marketing only if you opt in in the Order Form or by written consent. You may revoke consent at any time for future materials.

8.9 Assignment And Subcontracting

Neither party may assign without consent, not unreasonably withheld, except to an affiliate or in connection with a merger or sale. We may use vetted subcontractors and remain responsible for their acts and omissions.

8.10 Non Solicitation

During the engagement and for 12 months after, neither party will directly solicit for employment the other’s assigned personnel, except via general public advertisements.

8.11 Notices

Send formal notices to our registered address and to legal @ strategyfive.io. Email notices are deemed received on the next UK business day after sending.

8.12 Order Of Precedence

If there is a conflict, the order is: (1) signed Order or SOW or written addendum, (2) schedules referenced in that order, (3) these Terms, (4) marketing or FAQs.

8.13 Law And Jurisdiction

These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction.

8.14 Entire Agreement And Updates

These Terms and any service specific Order or addendum form the entire agreement and supersede prior statements. We may update Terms. Material changes will be notified at least 30 days in advance. Continued use constitutes acceptance.

8.15 Compliance

• Anti bribery: each party will comply with the Bribery Act 2010 and maintain adequate procedures to prevent bribery.
• Sanctions and export controls: each party warrants it is not a sanctioned person and will comply with applicable sanctions and export laws.
• Modern Slavery: each party will comply with the Modern Slavery Act 2015.
• No partnership or agency: nothing creates a partnership, joint venture or agency.
• Third party rights: no person other than the parties has rights under the Contracts (Rights of Third Parties) Act 1999.
• Severability and waiver: if any term is unenforceable, the rest continues in effect. A failure to enforce is not a waiver.
• Time bar: claims must be brought within 12 months of the date the claimant became aware, or ought reasonably to have become aware, of the facts giving rise to the claim.

9) Information For Pre Rebrand Clients

No action required. Your service continues as normal under StrategyFive. Your price stays the same for the remainder of your current contract. Response times and support processes remain unchanged. Your existing payment method continues. You may see “StrategyFive” on statements.

What improves at no extra cost: platform upgrades, stronger maintenance discipline, improved security posture and clearer reporting. Optional CRO services may be offered later on an opt in basis.

10) Insurance

We maintain professional indemnity insurance underwritten by Hiscox Insurance Company Limited with a limit of £1,000,000 for claims made within the European Union, including the United Kingdom. Claims first brought in the United States or Canada are not covered. A certificate is available on request.

11) Key Definitions

• Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open.
• Order Form or SOW: a document signed by both parties that sets deliverables, fees, timelines or additional terms.
• Force Majeure: events beyond a party’s reasonable control that prevent performance.
• GA4: Google Analytics 4 as the agreed platform and source of truth.
• Incremental Revenue (Billing Metric): the specific revenue attributable to optimization, isolating traffic volume.
• Net Revenue: GA4 revenue excluding VAT, shipping and refunds or chargebacks within 30 days of the original transaction.
• Measurement Month: the calendar month used for post proof performance comparisons and billing.
• Measurement Window: a rolling 30 day period used within the Performance Gateway to verify success.
• Baseline Month: the same calendar month in the prior year; Baseline Period is the same dates in the prior year for a Measurement Window.
• Success Threshold: a ≥12% year on year RPV or Conversion Rate uplift (GA4) in any Measurement Window.
• Material Market Disruption (MMD): an extraordinary macro event that makes year on year comparison unreliable for the affected period.
• Consent Reset Stabilisation Period: the 7 days after a consent change that are excluded from verification and fee calculation.
• Pre Start Snapshot Period (PSSP): the 90 days before the Performance Gateway starts.
• Pre Start Drift (PSD): the year on year change in Conversion Rate during the PSSP.
• Drift Threshold: an absolute PSD of 8% or more.
• Observed Uplift (OU): the year on year change in Conversion Rate for a Measurement Window.
• Adjusted Uplift (AU): OU minus PSD, used where the Drift Threshold applies.

Schedule 1: Post Proof Fee Tiers