Terms & Conditions
1. DEFINITION OF TERMS
The entity which enters into a contract with Essex Web Designer David Mears
The root address of a website, e.g. www.webaddress.com. All such names must be registered with the appropriate naming authority, which will usually charge a fee.
Time when the website is not accessible via the Internet. This may be because of a technical failure of the Host or because work is being carried out on the site.
The company on whose system the Website physically resides.
A 'clickable' link embedded on a web page which may take the form of a graphic or text.
A website which contains a directory of websites on the Internet enabling users to find websites by subject matter classification. Website - a collection of web pages and associated code which forms an integrated presence.
The subject matter of the contract between the Client and Essex Web Designer David Mears.
2.1 Fee Payable
A non-refundable deposit of 40% of the total fee payable under a contract is due immediately upon the signing of the contract. The remaining 60% shall become due when the Work is completed to the reasonable satisfaction of the Client but subject to the terms of Clause 4.3 Approval of Work and Clause 4.4 Rejected Work hereof prior to release or the Work or upload to your domain. Essex Web Designer David Mears will begin the Work when the said deposit has been paid in full. The fee quoted in a contract unless otherwise stated does not include the cost of domain registration, hosting set up fee, hosting or purchasable assets required for the project, for example stock photography.
2.2 Maintenance & Technical Support Fees
Maintenance and Technical Support, if not included in the contract, shall be charged on a month to month basis and will be assessed on an hourly basis at £35 per hour with a minimum of £35 payable in any month where updating, maintenance or technical support is required. No fee will be charged in a month where no updating, maintenance or technical support is necessary. Search engine re-submissions, other than any original submissions included in the contract fee, shall be chargeable assessed on an hourly basis at £35 per hour with a minimum of £35 payable in any month.
3.1 Third Parties
Essex Web Designer David Mears can take no responsibility for services or products provided by third parties recommended by him, through him or otherwise, including the Hosting of the Client's Website, although Essex Web Designer David Mears will endeavour to ensure that Website downtime is kept to a minimum.
3.2 Maintenance and Correction of Errors
Essex Web Designer David Mears takes no responsibility for the functionality or maintenance (unless a maintenance contract is in place) of the Website after the Work has been completed. Errors (both technical and typographical) attributable to Essex Web Designer David Mears will be corrected free of charge, but Essex Web Designer David Mears reserves the right to charge a reasonable fee for correction of errors for which Essex Web Designer David Mears is not responsible, including, but not to malicious modification of the Website by a third party and typographical errors contained in materials provided to Essex Web Designer David Mears by the Client.
3.3 Extent of Work
Installation on the Internet is to the uploading of all necessary files to the Host, and testing of functionality. No submission of the Website to Search Engines will be undertaken unless otherwise agreed with the Client.
3.4 Consequential Loss
Under no circumstances will Essex Web Designer David Mears be responsible or liable for financial or other loss or damage caused by the failure or use or misuse of its software. The Client should ensure that data on their site is regularly backed up and that a contingency plan is in place to minimise possible losses as a result of software failure.
3.5 CMS Website Content
The Essex Web Designer David Mears is not responsible for the content added to client-managed websites such as Wordpress or Concrete5, the platforms for which have been installed on the client's behalf, either on the Essex Web Designer's host servers or another hosting provider dictated by the client. The Essex Web Designer advises all clients to never use text, images, video or other assets on their websites that they have found in Google or other search engine. The Essex Web Designer David Mears does not endorse the use of duplicate, plagurised content or images or video for which the client does not own the license for use. If such content is found, the Essex Web Designer David Mears is within his rights to remove the entire offending website without prior notice and will not be liable for any resulting loss of business or legal action.
4. COMPLETION OF WORK AND PAYMENT
4.1 Completion of Work
Essex Web Designer David Mears warrants completing the Work in accordance with his Terms and Conditions to the specifications previously agreed with the Client. Essex Web Designer David Mears will not charge more than the amount previously agreed unless the Client has varied the specifications of the Work since the agreement. David Mears will not undertake changes to the specifications of the Work which would increase the cost, without prior written/emailed authorisation from the Client.
4.2 Approval of Work
On completion of the Work, the Client will be notified and have the opportunity to review it. The Client should notify Essex Web Designer David Mears , in writing or by email (NOT by SMS text messaging), of any unsatisfactory points within 7 days of receipt of such notification. Any of the Work which has not been reported in writing to Essex Web Designer David Mears as unsatisfactory within the 7 day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be rejected, and the contract will be deemed to have been completed and the 60% balancing payment under Clause 2.1 Fee Payable will become due. The Contract will remain in effect until all obligations have been completed in terms of this Clause.
4.4 Rejected Work
If the Client rejects the Work within the 7 day review period, or will not approve subsequent Work carried out by Essex Web Designer David Mears to remedy any points reported by the Client as unsatisfactory, and Essex Web Designer David Mears considers that the Client is unreasonable in his or her repeated rejection of the Work, the contract will be deemed to have expired and Essex Web Designer David Mears can take any legal measures to recover both payment for the completed Work and reasonable expenses incurred in recovering payment including but not to legal and debt collection fees.
Upon completion of 7 day review period, Essex Web Designer David Mears will invoice the Client for the 60% balancing payment in accordance with Clause 2.1 Fee Payable hereof, which, in the absence of agreement to the contrary, is to be paid by the Client either immediately if the Client requires immediate upload to their domain, or within 15 days of the date that the invoice was issued.
4.6 Remedies for Overdue Payment
If payment has not been received by the due date, Essex Web Designer David Mears has the right to suspend on going work for the Client, until such time that full payment of the outstanding balance has been received. If full payment has still not been received 14 days after the due date, Essex Web Designer David Mears has the right to replace, modify or remove the Website or affected elements thereof and revoke the Client's licence of the Work until full payment has been received. By revoking the Client's licence of the Work or removing the web site from the Internet, Essex Web Designer David Mears does not remove the Client's obligation to pay any outstanding monies owing.
5. INTELLECTUAL PROPERTY
5.1 Offers and Proposals
Offers and proposals made by Essex Web Designer David Mears to potential clients should be treated as trade secrets and remain the property of Essex Web Designer David Mears. Such offers and proposals or the information contained within them must not be passed to third parties or publicly disseminated without prior written authorisation from Essex Web Designer David Mears. This includes, but is not exclusive to, technical features, functionality, aspects of the design and pricing information.
5.2 Warranty by Client as to Ownership of Intellectual Property Rights
The Client will obtain all the necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trademarks or any other material it supplies to Essex Web Designer David Mears for inclusion on the Website. The conclusion of a contract between Essex Web Designer David Mears and the Client shall be regarded as a guarantee by the Client to Essex Web Designer David Mears that all such permissions and authorities have been obtained and that the inclusion of such material on the Website would not constitute a criminal offence or civil delict. By agreeing to these terms and conditions, the Client removes the legal responsibility of Essex Web Designer David Mears and indemnifies the same from any claims or legal actions however related to the content of the Client's site.
5.3 Domain Name
A Domain Name obtained for a specific project will unless otherwise stated belong to the Client. The Client agrees to indemnify Essex Web Designer David Mears, including any incidental costs, against any claims that a Domain Name applied for, or obtained, violates the intellectual property rights of a third party. The Client warrants that the domain name sought is not a trademark of a third party.
Once Essex Web Designer David Mears has received full payment of all outstanding invoices and the Work has been approved by the Client in accordance with Clause 4.3 hereof, the Client will be granted a licence to use the Website and its contents.
5.5 Trade Secrets
Any code that is not freely accessible to third parties and not in the public domain, and to which Essex Web Designer David Mears or their suppliers owns the copyright, may not be copied, published, distributed or passed to any third parties in any form without prior written consent from Essex Web Designer David Mears. Unless previously agreed otherwise in writing, no modifications may be made by the Client or any third party to code to which Essex Web Designer David Mears or their suppliers owns the copyright. Essex Web Designer David Mears acknowledges the intellectual property rights of the Client. Information passed in written form to Essex Web Designer David Mears, and that the Client has indicated is confidential or a trade secret, will not be published or made available in any other way to third parties without the prior written consent of the Client.
6. RIGHTS AND RESPONSIBILITIES
6.1 Right to Terminate
Essex Web Designer David Mears reserves the right to refuse or break a contract without prior notice, if it is believed that the Client, their Website, or any material is illegal, immoral or otherwise unacceptable.
6.2 Events Beyond the Control of Essex Web Designer David Mears
Essex Web Designer David Mears will not be liable for breach of contract where that breach was due to software, hardware or electrical failure, natural events such as fire or other events beyond the control of Essex Web Designer David Mears.
6.3 Supply and Pricing of Services
Essex Web Designer David Mears reserves the right to use whoever it feels appropriate at the time for third party software and services, and to alter its prices as necessary without prior notice and without affecting existing contractual pricing agreements.
This Agreement shall be governed by UK law which shall claim venue and jurisdiction for any legal action or claim arising from the contract between Essex Web Designer David Mears and the Client. The said contract is void where prohibited by law.
7.2 Survival of Contract
Where one or more terms of the said contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
7.3 Change of Terms and Conditions
These terms & conditions may change from time to time without prior notification.