These terms of service are deemed to form part of any agreement of service between the Agency and the Client.
It is agreed by and between the Client and the Agency as follows:
Acceptance
It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.
Charges
Charges for services to be provided by the Agency are defined in the project quotation that the Client receives via e-mail. Quotations are valid for a period of 30 days. The Agency reserves the right to alter or decline to provide a quotation after the expiry of the 30 days.
Unless otherwise agreed with the Client, all website design services require an advance payment of a minimum of thirty (30) percent of the project quotation total before the work is supplied to the Client for review. A second charge of thirty-five (35) percent is required after the development stage, with the remaining thirty-five (35) percent of the project quotation total due upon completion of the work, prior to upload to the server or release of materials.
Payment for services is due by debit/credit card or by bank transfer. Bank details will be made available on invoices.
Client Review
The Agency will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies the Agency otherwise within ten (10) days of the date the materials are made available to the Client.
Turnaround Time and Content Control
The Agency will install and publicly post or supply the Client’s website by the date specified in the project proposal, or at the date agreed with the Client upon the Agency receiving initial payment, unless a delay is specifically requested by the Client and the Agency.
In return, the Client agrees to delegate a single individual as a primary contact to aid the Agency with progressing the commission in a satisfactory and expedient manner.
During the project, the Agency will require the Client to provide website content; text, images, movies and sound files.
Failure to provide required website content:
In order to remain efficient, the Agency must ensure that work we have scheduled is carried out at the scheduled time. On occasions, we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged.
This is why we ask that you provide all the required information in advance. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge of up to 25%. If your project involves Search Engine Optimisation we need the text content for your site in advance so that the SEO can be planned and completed efficiently.
If you agree to provide us with the required information and subsequently fail to do within one week of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately.
NOTE: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website. These pages should have the same titles as the agreed website pages.
Using your content management system you will be able to keep your content up to date yourself.
Payment
Invoices will be provided by the Agency upon completion but before publishing the live website. Invoices are normally sent via email; however, the Client may choose to receive hard copy invoices. Invoices are due upon receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be subject to interest at eight (8) percent plus the current Bank of England base rate.
Additional Expenses
Client agrees to reimburse the Agency for any additional expenses necessary for the completion of the work. Examples would be the purchase of special fonts, stock photography etc.
Web Browsers
The Agency makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the latest version of the most popular current browsers (e.g. Firefox, Internet Explorer / Edge, Google Chrome, etc.). The client agrees that the Agency cannot guarantee correct functionality with all browser software across different operating systems.
The Agency cannot accept responsibility for web pages that do not display acceptably in new versions of browsers released after the website have been designed and handed over to the Client. As such, the Agency reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.
Default
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on the Agency’s Webspace, the Agency will, at its discretion, remove all such material from its web space. The Agency is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Cheques returned for insufficient funds will be assessed a return charge of £25 and the Client’s account will immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay the Agency’s reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by the Agency in enforcing these Terms and Conditions.
Termination
Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for work completed to the date of first notice of cancellation for payment in full within thirty (30) days.
Indemnity
All the Agency’s services may be used for lawful purposes only. You agree to indemnify and hold the Agency harmless from any claims resulting from your use of our service that damages you or any other party.
Copyright
The Client retains the copyright to data, files and graphic logos provided by the Client, and grants the Agency the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting the Agency permission and rights for use of the same and agrees to indemnify and hold harmless the Agency from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. An agreement for website design and/or placement shall be regarded as a guarantee by the Client to the Agency that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
Standard Media Delivery
Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (ASCII text files delivered on a USB drive or via e-mail or FTP) and that all photographs and other graphics will be provided physically in high-quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by the Agency to return to the Client any images or printed material provided for use in the creation of the Client’s website, such return cannot be guaranteed.
Design Credit
A link to the Agency’s website will appear in either a small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. If a client requests that the design credit be removed, a nominal fee of 10% of the total development charges will be applied. When total development charges are less than £5000, a fixed fee of £500 will be applied. The Client also agrees that the website developed for the Client may be presented in the Agency’s portfolio.
Access Requirements
If the Client’s website is to be installed on a third-party server, the Agency must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server. The Agency may also require access to a database.
Post-Placement Alterations
The Agency cannot accept responsibility for any alterations caused by a third party occurring to the Client’s pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.
Domain Names
The Agency may purchase domain names on behalf of the Client. Payment and renewal of those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of the Agency. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
General
These Terms and Conditions supersede all previous representations, understandings or agreements. The Client’s payment of an invoice constitutes agreement to and acceptance of these Terms and Conditions. Payment online is also an acceptance of our terms and conditions.
Governing Law
This Agreement shall be governed by English Law.
Liability
The Agency hereby excludes itself, its Employees and or Agents from all and any liability from:
- Loss or damage caused by any inaccuracy;
- Loss or damage caused by omission;
- Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
- Loss or damage to clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
The entire liability of the Agency to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
Severability
If a Clause of this Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other Clauses of this Agreement will continue in effect. If any unlawful and/or unenforceable Clause would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the Clause will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant Clause will be deemed to be deleted).
This document was last updated on 21st February 2019. This document shall remain in effect if not reviewed even if the scheduled review date has passed.