1.1 Acceptance

It is not necessary for you to have signed an acceptance of these terms & conditions to apply. The Client’s acceptance of services via email, text or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.

Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted these terms & conditions.

1.2 Charges

1.2.1 Charges displayed on our website are are subject to change and / or variation based on individual clients requirements.

1.2.2 Charges for the Services are defined in the quotation that the Client receives from us via email. Quotations are valid for a period of 28 days. We reserve the right to alter a quotation or decline to provide the relevant Services after expiry of the 28 days.

 1.2.3 Unless agreed otherwise or as defined in terms relating to a specific service, all charges should be paid in full upon acceptance of the quotation as defined in section 1.3.

 1.2.4 We my incur additional expenses necessary for the completion of the work, outside of the original quotation. Examples would be purchase of special fonts, stock photography, additional plugins or changes by the client to the original scope of work. In this case an additional quotation will be provided to the client that will have to be agreed and paid in full.

1.3 Payments

1.3.1 An invoice will be provided to the client requesting payment of the agreed charges via our secure customer portal and an email copy sent to the clients registered email address. 

 1.3.2 An Invoice for services charged on a monthly or annual basis will be provided 14 days before the next renewal date.

 1.3.3 Unless agreed otherwise, all payments should be received by us no later than the due date stated on the invoice. Failure to pay any invoice by the stated due date may result in suspension or cancellation of the services. We will not be responsible for any down time or access to the services due to the clients failure to pay any charges by the invoice due date.

 1.3.4 All payments should be paid via bank transfer to the bank account stated on the invoice. 

1.4 Default
1.4.1 Accounts unpaid twenty-eight (28) days after the invoice due date will be considered in default and all services will be terminated. 

1.4.2 If the Client in default maintains any material on our server space, including but not limited too website source code, databases, emails, images and text files, we will, at our discretion, remove all such material from our servers. We are not responsible for any loss of data incurred due to the removal of the material. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account.

 1.4.3 Clients with accounts in default agree to pay us reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by us in enforcing these Terms and Conditions.

1.5 Disputes

You shall promptly provide us with written notice of any disputes or concerns you have with respect to any invoices, charges, and payment made hereunder; and in any case, you shall notify us of such a dispute or concern within fourteen (14) days of your receipt of such invoice or charge to allow ample time for us to resolve your concern.

1.6 Termination
1.6.1 Either party may terminate the services upon giving at least thirty (30) days prior written notice to the other party of its intent to terminate the service.

 1.6.2 Telephone requests for termination of services by the client will not be honoured until and unless confirmed in writing. 

 1.6.3 As an exception, either Party has the right to terminate the services immediately, irrespective of the minimum notice period if the other: a) Has committed a breach of these terms and conditions, unless the breach is capable of remedy, in which case the innocent Party will have the right to terminate if the other Party has failed to remedy the breach within 14 days after receiving written notice to do so. b) Goes into bankruptcy or liquidation either voluntary or compulsory (except for the purpose of bona fide corporate reconstruction or amalgamation) or if a receiver is appointed in respect of the whole or any part of its assets.

 1.6.4 If this Contract is terminated, we will continue to provide the Services and you will continue to pay the charges during any period of notice, except in accordance with the exceptions in section 1.5.3. You will also be required to pay us immediately for any other Services we have provided at your request that have not yet been paid for.

1.7 Warranties & Liability

1.7.1 You accept full and exclusive responsibility for your business’ performance, profits, sales and customer satisfaction. Accept exclusive responsibility for understanding and ensuring compliance with any regulatory, legal, or contractual obligations related to your business, including without limitation, data held by you and your customers, information provided by you to your customers and/or other third parties, and any safeguarding and security measures that may be required. We may participate in implementing needed systems, services and functions for compliance, but you are solely responsible for the final outcomes, actions taken, and results produced.

 1.7.2 Accept full liability for any losses or cost sustained or incurred by you or arising directly or indirectly as a result of a failure on your part to meet any of the above terms & conditions or for defaulting on Payment.

 1.7.3 In addition, we will not be liable by reason of any representation, implied warranty, condition or other term, or any duty at common law or under the express terms contained herein, for any loss of profit or any indirect, special or consequential loss, damage, costs, expenses or other claims (whether caused by our servants or agents or otherwise) in connection with the performance of our obligations under these terms.

 1.7.4 We warrant that the Services to be provided hereunder will be performed in a professional manner consistent with the standards of the industry.

1.7.5 We may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of our rights or obligations under these terms & conditions, without your prior consent. If we use subcontractors, we accept full responsibility for every act or omission of the sub-contractor as if it were an act or omission of our own.

 1.7.6 No other warranties of any kind whether express or implied with respect to this Agreement or the services including, but not limited to, any implied expectation of ranking, profitability, or usage for a particular purpose.

 1.7.7 In the event of a breach or failure by us to execute our express obligations under these term, your remedies will be limited to damages, which in any event, will not exceed the fees and expenses paid by you for the Services in the preceding 6 month period.

1.7.8 Nothing in these terms & conditions excludes or seeks to exclude our liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation.

1.8 Indemnification

1.8.1 You agree to hold harmless, defend and indemnify us, our employees, contractors, directors and agents, from and against any and all demands, claims, causes of action, fines, penalties, damages (including consequential), liabilities, judgments, and expenses (including without limitation reasonable attorneys’ fees) incurred in connection with or arising from any breach by Client or its employees, agents, guests, or invitees of this Contract.

1.8.2 If any action or proceeding is brought against us, our employees, contractors, directors or agents by reason of such claim for which you have indemnified us, you agree to, upon written demand from us, defend the same at your own expense, with counsel reasonably satisfactory to us.

1.9 Force Majeure

Neither Party shall be liable for any failure or delay in performing their obligations under these terms & conditions where such failure or delay results from any cause that is beyond the reasonable control of that Party.

Such causes include, but are not limited to: power failure, internet service provider failure, strike, lockout, civil unrest, acts of malicious computer programs and code (including but not limited to viruses, Trojan horses, worms, malicious macros, and scripts), shortages, accidents, casualties, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action, epidemics or any other event beyond the control of the Party in question.

1.10 Jurisdiction and Interpretation

This Contract will in all respects be subject to and construed in accordance with the laws of England & Wales.

The interpretation of these terms and conditions is agreed upon by both parties to be clear and leave no doubt upon the terms and definitions used herein. No third party may assign a different interpretation to the agreed terms. Any dispute between the Parties will be referred to the exclusive jurisdiction of the courts of England and subject to interpretation under court hearing.

1.11 Confidentiality

Each Party undertakes that throughout the duration of the services, the Parties may disclose certain confidential information to each other. Both Parties agree that they will not use the confidential information provided by the other, except to perform their obligations under these terms and conditions.

Each Party will maintain the information’s confidentiality and will not disseminate it to any third party, unless so authorized by the other Party in writing.

1.12  Third Party Services & Products

1.12.1 Upon request the client agrees to provide us with access credentials too 3rd party services such as but not limited to, servers, hosting control panels, storage directories, Google accounts, Social media accounts & website control panels so that we can meet our service obligations.

1.12.2 In the event that the Client is using a third-party server, it is the responsibility of the Client and any third party host to ensure that the server is compatible with any services supplied by us. We will assist the Client to configure any 3rd party server if this is required. However, this may be subject to additional charges.

1.12.3 Any third party software, such as but not limited to, WordPress plugins and themes, which we agree to provide shall be supplied in accordance with the relevant licensor’s standard terms. Any licence fees for such third party software will be included in the Charges payable pursuant to section 1.2.

The below terms and conditions apply solely to WordPress Web Design Services and are additional to the terms and conditions set out in section 1.

2.1 Charges

All Web Design & Development services require an advance payment of fifty (50%) percent of the quotation total before the work is to commence on the clients website, with the remaining fifty (50%) percent, of the quotation total due upon completion of the work, or after 28 days from the initial payment, whichever is sooner, prior to upload to the server or release of materials.

2.2 Client Review
2.2.1 We 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.
2.2.2 At the completion of the services, such materials will be deemed to be accepted and approved unless the Client notifies us otherwise within ten (10) days of the date the materials are made available to the Client.

2.3 Turnaround Time and Content Control
2.3.1 We will install and publicly post or supply the Client’s website by the date specified in the quotation, or at a date agreed with Client upon us receiving initial payment, unless a delay is specifically requested by the Client and agreed by us.
2.3.2 In return, the Client agrees to delegate a single individual as a primary contact to aid us with progressing the commission in a satisfactory and expedient manner.
2.3.3 During the design and development, we will require the Client to provide website content such as but not limited to text, images, video and product data to populate the website.

2.3.4 All Text content should be delivered as a Microsoft Word, pdf file, txt file, 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.
2.3.5 All images should be provided in JPG or PNG format. Videos should be supplied in MP4.
2.3.6 All the required information & content should be supplied to use upon acceptance of the quotation or at two (2) weeks prior to the agreed completion date, which ever is sooner.

2.3.7 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% of the quotation total.
2.3.8 If you agree to provide us with the required information and subsequently fail to do before the agreed time, two (2) weeks prior to the project completion date, we reserve the right to close the project and the balance remaining becomes payable immediately.

2.4 Copyright
2.4.1 The Client retains the copyright to data, files and graphic logos provided by the Client, and grants us the rights to publish and use such material.
2.4.2 The Client must obtain permission and rights to use any information or files that are copyrighted by a third party.
2.4.3 The Client is further responsible for granting us permission and rights for use of the same and agrees to indemnify and hold us harmless from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions.
2.4.4 Acceptance of these terms & conditions shall be regarded as a guarantee by the Client to us that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

2.5 Web Browser Compatibility
2.5.1 We makes every effort to ensure websites are designed and developed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Microsoft Edge, Google Chrome, etc.).
2.5.2 The client agrees that we cannot guarantee correct functionality with all browser software or across different operating systems or devices.
2.5.3 We cannot accept responsibility for web pages which do not display acceptably in obsolete versions or new versions of browsers released after the website has been designed and handed over to the Client.
2.5.4 As such, we 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.

2.6 Post-Placement Alterations & Periodic Updates
2.6.1 We cannot accept responsibility for any alterations caused by the client or a third party occurring to the Client’s website post delivery. Such alterations include, but are not limited to additions, modifications or deletions.

Unless the client has agreed to Website maintenance Services provided by us, It is the clients responsibility to update and maintain the website, including but not limited to, content updates, source code updates, installation or update of plugins and templates.

We cannot accept responsibility for any errors or issues caused by outdated scripts or future updates to any source code, plugins or templates post delivery of the website.

2.7 Design Credit

2.7.1 A link to our website will be appear in either 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 £2000, a fixed fee of £200 will be applied.

2.7.2 The Client agrees that the website developed for the Client may be presented in our portfolio, and hereby grants us a worldwide, perpetual, non-exclusive licence to use its name, logo and branding for advertising, marketing and promotional activities.

The below terms and conditions apply solely to Search Engine Optimisation (SEO) Services and are additional to the terms and conditions set out in section 1.

3.1 Unless agreed otherwise all SEO services will be charged at a monthly rate, as agreed in the quotation, for a minimum of 6-months, no cancelation term.

3.2 Cancelation or failure to pay the monthly charges within the initial 6-month period will result in default as set out in section 1.4 and we will seek to recover any outstanding charges to the total sum of 6 months.

3.3 After the mandatory no-cancellation term, this Contract will continue on a rolling month-to-month basis until terminated in accordance with section 1.6.

3.4 As part of our SEO services to the client we agree to complete the following tasks, including but not limited to; 

a) Researching keywords and phrases to select appropriate, Targeted Keywords.

b) Obtaining “back links” from other related websites and directories in order to generate link popularity and traffic.
c) Editing and/or optimization of text for various html tags, meta data, page/product titles, and page/product text as necessary.
d) Analysis and recommendations on optimal website structure, navigation, code, etc. for best SEO purposes.
e) Recommend, as required, additional web pages or content for the purpose of “catching” keyword/phrase searches.
f) Create monthly traffic and ranking reports for the website and any associated pages showing rankings in the major search engines.

3.5 We agree to carry out all SEO related Services that will continually adapt to meet the needs of the SEO industry as these evolve. We reserve the right to adjust from time to time the tasks and methods in the best interests of your website & business. We will notify you in writing of any significant changes to our SEO services and our reasons behind the decision.

3.6 You agree and understand that a specific search result ranking, Domain Rating, or similar metric is not in any way guaranteed by us to you. It is also mutually understood that since search engines have their own proprietary algorithms that change with time, we will perform the Services within our exclusive scope of abilities in any given moment. 

3.7 You agree that we cannot be held liable for any results outside of our control, such as the quality of leads or sales made by your team. You acknowledge that we have no control over changes to search engine policies or algorithms.

3.8 You understand and accept that at any time the third party search engines and platforms in their sole discretion may affect how your website content, pages, and domain are viewed and displayed and thereby, your website may lose rankings or be excluded from search results at the sole discretion of the search engines. You agree to not hold us liable for any such negative impact to your rankings. We assume no responsibility for the actions and algorithms of these search engines and platforms.

3.9 Provided that we upheld our obligations hereunder, you agree that no refunds or discounts will be given for any negative impact on the part of any search engine. While we will provide professional advice in relation to the Services on a continual basis, you certify that we have not given nor implied any guarantees regarding your website rankings in search engines due to these beyond our scope and control.

3.10 However, if we fail to increase traffic to your website by 35% after 6 month of services, We will continue SEO services at no added cost to the Client until such a percentage is met.

3.11 If deemed beneficial for SEO purposes, a link to our website will be placed on your website to assist with link building. We will reciprocate with an inbound link from us so long as the outbound link to our website remains visible on your website.

The below terms and conditions apply solely to WordPress Website Support & Maintenance services and are additional to the terms and conditions set out in section 1.

4.1 All WordPress Website Support & Maintenance services will be charged on a rolling month-to-month basis until terminated in accordance with section 1.6.

4.2 All support and maintenance services are provided between the hours of 8am-5pm GMT.

4.3 Support tickets can be logged 24 hours per day, 7 days per week.

4.4 All support is provided via our ticketing system. There is no provision in any agreement for telephone or live chat support services.

4.5 Response times for Standard, Enhanced and Premium plans are 48 hours, 24 hours, and 8 hours respectively. These are the maximum times and we endeavour to respond to your requests as quickly as possible.

4.6 We work to resolve support tickets as soon as possible. The time to resolve any support ticket will depend on the volume of tickets at any given time, the complexity of the ticket, and whether or not any third parties need to be part of the solution i.e. theme or plugin developers. We cannot provide an exact fix time for support tickets.

4.7 Routine maintenance tasks are completed monthly for Standard & Enhanced plans and weekly for premium plans. Route maintenance tasks may include but not limited to WordPress Core Updates, Plugin and template updates, Clear Caches, Database optimisations & security monitoring and updates.

We may perform routine maintenance more frequently then stated above, depending on our knowledge of security or other threats that may impact your website.

4.8 Standard, Enhanced and Premium plans include a total of 30, 60 & 90 minutes respectively per month for us to complete maintenance tasks, support issues arising from updates performed and other website tasks you may require us to complete on your behalf.

4.9 Other website tasks may include but are not limited to; Editing and adding content on a page or post with text or images you provide, small styling changes via the page builder or CSS, adding a new plugin with its default settings, adding a product to your WooCommerce store.

4.10 Support & Maintenance time cannot be used for SEO Service, Building a new website, editing or writing any custom code, migration of your website from one server/host to another, support for 3rd party hosting services, graphic design, content creation or sourcing images. This list is not exhaustive and may exclude other services not listed.

4.11 Where we deem a support request to be outside the scope our maintenance and support plans or where the support request will exceed the monthly time allowance included with the plan, a quotation will be provided to client stating the charges required to completed the request.

4.12 Any unused time included with Standard, Enhanced and Premium packages does not roll-over to the following month.

4.13 Backups are performed once per month for the Standard plans. Backups are performed once per week for the Enhanced plans. Backups are performed once per day for the Premium plans.

4.14 All plans include Enhanced Security Monitoring and Protection, Malware Scanning, Website uptime monitoring, Domain Name Monitoring, SSL certificate monitoring and Page Speed Monitoring & Insights.

These services are offered additional to the WordPress Maintenance and Support services free of charge. We are in no way obligated to provide these services as part of our Maintenance and support packages and reserve the right the cancel or suspend them at anytime.

4.15 A monthly report will be generated and emailed to the client on the 28th of each month detailing all maintenance activity completed by us on your website.