Terms and Conditions
The following terms and conditions document is a legal agreement between Simple Web Solutions (“the Developer”) and a company or individual (“ the Client”) for the purposes of web site design or development. These Terms and Conditions set forth the provisions under which the Client may use the services supplied.
2 Acceptance of Work
Quotations are valid for fourteen (14) days from date of issue.
When the Client places an order to purchase a web site, template or web site updates from the Developer, the order represents an offer to the Developer to purchase the web site, template or web site updates which is accepted by the Developer only when an invoice is sent to the Client. No contract for the supply of services exists between the Client and the Developer until the Developer sends an invoice to the Client for payment. The invoice equals acceptance by the Developer (or third party supplier) of the Clients offer to purchase services from the Developer and this acceptance of work is a valid contract between the Client and the Developer regardless of whether the Client receives the invoice.
Any other services on the order which have not been included in the invoice do not form part of the contract. The Client agrees to check the details of the invoice are correct and should print and keep a copy for their records.
The Developer reserves the right to withdraw from the contract at any time prior to acceptance.
3 Permission and Copyright
All pages, images, text and code on the Developer's web site at http://www.simplewebsolutions.net/ is copyrighted material.
The Client and any visitors to the Developer's web site at http://www.simplewebsolutions.net/ may not use any of the pages, images, text or code on the web site for use on the Client's or visitors own web site or to create a web site or templates without prior written permission from the Developer.
Copyright of the completed web designs, images, pages, code and source files created by the Developer for the project shall be transferred to the Client upon final payment only by prior written agreement. Without agreement, ownership of designs and all code remains with the Developer.
The Client agrees that the resale or distribution of the completed files in full or in part is forbidden unless prior written agreement is made between the Client and the Developer.
The Client hereby agrees that all media and content made available to the Developer for use in the project are either owned by the Client or used with full permission of the original authors.
The Client agrees to hold harmless, protect and defend the Developer from any claim or suit that may arise as a result of using the supplied media and content.
The Client agrees that Developer may include development credits and links within any code the Developer designs, builds or amends.
The Client agrees that the Developer reserves the right to include any work done for the Client in a portfolio of work.
The Developer reserves the right in its sole discretion to refuse to sell design or code to a Client who has a site which it deems is, including but not limited to, unlawful or inappropriate, contains a virus or hostile program, constitutes harassment, racism, violence, obscenity, harmful intent, spamming, contains adult content, commits a criminal offence, infringes privacy or copyright or any other questionable media at the Developers own discretion.
The Developer reserves the right to refuse to sell design or code to those thought or known as competitors of the Developer. The Client may not purchase design or code for use in development of their own product to directly compete with the Developer's design or code. The Developer reserves the right to refuse sale for orders from suspect payment or address details or other reason at the Developers own discretion. The Developer reserves the right without notice to cancel, reject, refuse sale to or work with a Client without reason for such rejection or refusal.
5 Domain Names and Hosting
The Client agrees to take all legal responsibility for the use of third party domain name, hosting and email services and hereby agrees to indemnify and hold harmless the Developer from any claim resulting from the Client's publication of material and use of the domain name, hosting and email services. Any support or payment due relating to the domain name, hosting and email services are to be made between the Client and the third party service.
The Client agrees to pass on FTP details and any other access details relating to their domain name and hosting account which the Developer requires to upload the web site if required as part of a project.
The Developer reserves the right without notice to refuse work with domain names or hosting and email services without reason for such rejection or refusal.
All alterations for web sites projects are to be requested in writing by email by the Client. After the specified allowed hours of alterations have been completed, the Developer reserves the right to advise the Client as such and send a separate quotation to the Client and to request payment for any further alterations. The Developer reserves the right to request payment be received for further alterations before continuing work.
Upon completion of an agreed design the Developer will advise the Client by email that the design has been signed off and therefore that the any further design alterations are chargeable unless the Client contacts the Developer by email within seven days notifying them the Developer of any inaccurate, incomplete, or incorrect work.
The Client agrees to provide any needed information and material required by the Developer in good time to enable the Developer to complete a design or web site work as part of an agreed project. The Client agrees that requests for such information or material will be responded to within forty-eight hours. Continued requests for information and material by the Developer may incur further charges to the Client.
The Client agrees that any material provided to the Developer for use in a project is to be grammatically accurate and spelled correctly in accordance with the English language. If the Developer notices errors, the Client will be notified and asked to re-submit the material in a timely manner. If errors still persist the Developer reserves the right to charge the Client for corrections made in order to preserve the perceived professionalism of the Developer by potential future clients.
The Client agrees it is their responsibility to check that the project contains no errors (spelling, grammatical, or otherwise) upon completion.
The Client agrees that a HTML page built from a graphic design may not exactly match the original design because of the difference between the display in design software and the rendering of HTML code by different internet browser software packages. The Developer agrees to try and match the design as closely as is possible when building the code.
The Developer endeavours to create pages that are search engine friendly, however, the Developer gives no guarantee that the site will become listed with search engines or of certain search results. In no event shall the Developer be held liable for any changes in search engine rankings as a result of using the Developers code.
If an error or issue with the design or code arises during the project which does not allow the design or code to match the original specification, then the Client agrees that the Developer can apply a nearest available alternative solution.
After site completion, the Client or a third party of their choosing may wish to edit their web site code themselves to make updates. However, the Client agrees that in so doing they assume full responsibility for any issues which occur as a result of changing the code themselves. If the Client or a third party of their choosing edits the web site code and this results in functionality errors or the page displaying incorrectly, then the Developer reserves the right to charge for any work undertaken to remedy and repair the web site.
The Developer reserves the right to assign subcontractors in whole or as part of a project if needed.
The Client agrees that it is their responsibility to have regular backups of their website and software made by themselves or third party services in case of a software or hardware failure.
All communications between the Developer and the Client shall be by email, telephone or Skype, except where agreed at the Developer's discretion.
7 Web Browsers
The Developer shall make every effort to ensure sites are designed to be viewed by the majority of visitors. Sites are designed to work with the latest versions of the internet browsers Mozilla Firefox, Opera and Internet Explorer. Where possible, the web sites will continue to display and work correctly although with the possibility of limitations particularly with reference to graphics and advanced functions on other or older versions of internet browsers. The Client agrees that the Developer cannot guarantee correct functionality with all browser software across different operating systems.
The Client agrees that after the completion of an order, any updated software versions of the internet browsers listed above, domain name setup changes or hosting setup changes thereafter may affect the functionality and display of their web site. As such, the Developer reserves the right to charge for any work requested in order to change the web site design or web site code for it to work with updated browser software, domain name or hosting changes.
8 Payment Terms
All invoices must be paid in full within fourteen days of the invoice date and the Developer will carry out work only when an invoice has been paid by the Client for the work, unless otherwise agreed at the Developers discretion.
Additional work requested by the Client which is not specified in the agreed quotation is subject to a separate quotation and the Developer reserves the right whether to quote or accept additional work. If additional work is accepted by the Developer it may affect the timescale and overall delivery time of the project.
The Client can choose either to pay the full cost in one payment before work commences or split the cost into two payments to be agreed with the Developer. Should the cost be split into two payments then the first half of the payment is to be received before work commences and the second payment to be received upon completion of the work and before handover of the project.
Once an invoice is sent to the Client it must be paid online with a major credit card or debit card via Paypal secure online payment unless otherwise agreed with the Developer.
The Developer reserves the right to decline further work on a project if there are invoices outstanding with the Client.
The Client may request that the Developer cancel a project in writing by email to the Developer and the project is cancelled only if the Developer confirms work has not been started on the project. If the Developer has begun or completed the work and the Client no longer requires the files but has agreed to the work, they are still obliged to pay the Developer for the work that has been carried out.
All invoices are submitted by email except where required otherwise by regulations or agreed at the Developer's discretion.
The Developer reserves the right to remove it's work for the Client from the Internet if payments are not received by the due date.
9 Liability and Warranty Disclaimer
The Developer provides their web site and the contents thereof on an "as is" basis and makes no warranties with regard to the site and it's contents, or fitness of services offered for a particular purpose. The Developer cannot guarantee the functionality or operations of their web site or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.
The Developer endeavours to provide a web site within agreed delivery timescales to the best of it's ability. However, the Client agrees that the Developer is not liable for any claims, losses, costs incurred or compensation due to any failure to carry agreed work within this timescale.
The Client agrees that the Developer is not liable for absence of service as a result of illness or holiday.
The Client agrees that the Developer is not liable for any failure to carry out services for reasons beyond it's control including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.
The Developer is not liable for any consequences or financial losses such as, but not limited to, loss of business, profit, revenue, contract, data or potential savings, relating to services provided.
On handover of files from the Developer to the Client, the Client shall assume entire responsibility in ensuring that all files are functioning correctly before use.
Whilst every effort is made to make sure files are error free, the Developer cannot guarantee that the display or functionality of the web design or the web site will be uninterrupted or error free. If after handover of files errors are found in the code the Developer has created and the internet browsers Mozilla Firefox, Opera and Internet Explorer, domain name setup and hosting setup are the same as when work began, then the Developer will correct these errors for the Client at it's own discretion.
If after handover of files errors are found in the code the Developer has created and the internet browsers Mozilla Firefox, Opera and Internet Explorer have released an updated software version, or the domain name setup or hosting setup has been changed, the Developer reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name setup or hosting setup.
Should the Client go into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, the Developer reserves the right to cancel forthwith any projects and invoice the Client for any work completed.
The Developer shall have no liability to the Client or any third parties for any damages, including but not limited to, claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of or inability to operate these web pages or web site, even if the Developer has been advised of the possibility of such damages.
There are sometimes laws and taxes which affect Internet ecommerce. The Client agrees that it is their responsibility to comply with such laws and will hold harmless, protect, and defend the Developer and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet ecommerce.
The Developer may from time to time recommend to the Client that updates are needed to their site to comply with, including but not limited to, new legislations, software releases and web standards. The Developer reserves the right to quote for any updates as separate work. The Client agrees that the Developer is not liable for any failure to inform or implement these updates to their site. The Client agrees that it shall defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates.
The Client agrees to use all the Developer services and facilities at their own risk and agree to defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, costs, losses and claims, including but not limited to costs, against the Developer or it's associates that may arise directly or indirectly from any service provided or agreed to be provided or any product or service sold by the Client or its third parties. The Client agrees this indemnification extends to all aspects of the project, including but not limited to web site content and choice of domain name.
The Client also agrees to defend, indemnify and hold harmless the Developer against any liabilities arising out of injury to person or property caused by any service provided or agreed to be provided or any product or service sold by the Client or third parties, including but not limited to, infringement of copyright, infringement of proprietary rights, misinformation, delivery of defective products or services which is harmful to any person, business, company or organisation.
The Developer and any third party associates agree that, except if directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information. Likewise, the Client agrees that it will not convey any confidential information about the Developer to another party.
In projects the Developer and any third party associates shall use information provided by the Client in relation to this agreement in accordance with the Data Protection Act 1998 and also for the following purposes 1) to identify the Client in communications with them 2) to contact the Client from time to time to offer them services or products which may be of interest to or benefit the Client.
The Developer reserves the right to terminate a project with the Client at any time without prior notification if it finds the Client in breach of these terms and conditions. The Developer shall be the sole arbiter in deciding what constitutes a breach. No refunds are given in such a situation.
This agreement shall be governed by the laws of England and Wales which shall claim venue and jurisdiction for any legal motion or claim arising from this agreement. This agreement is void where prohibited by law.
Where one or more terms of this 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.
Any and all matters pursuant to this agreement are governed by English Law and are under exclusive jurisdiction of the English Courts.
The Developer reserves the right to alter these Terms and Conditions at any time without prior notice, the latest terms and conditions can be found at the Developers web site at http://www.simplewebsolutions.net/terms.php with a date of the last update.
By accepting a quotation or making a payment of invoice to use the services supplied, the Client acknowledges to have read, understand, and accepted these Terms and Conditions of this Agreement, and agrees to be legally binding by these Terms and Conditions.