Our Terms for Website Design, Development, Hosting and Promotional Services

Transcription

1 Our Terms for Website Design, Development, Hosting and Promotional Services Terms of agreement by and between: Mad About U Media Ltd. ( PROVIDER ) and the ( CLIENT ). The CLIENT being the remitter of funding for services provided via the PROVIDER. Client Responsibility 1. Client grants to Provider the rights to use such trademarks, if any, in connection with Providers promotion of, referencing of, cataloguing of or indexing of Provider's Web Design Clients. 2. Client hereby agrees that: A. Any material submitted for publication on Provider through Client(s) will not violate or infringe any copyright, trademark, patent, Data Protection Act, statutory, common law or proprietary rights or others, or contain anything libellous or harmful. B. Any material submitted for publication through Client's account(s) will not contain anything leading to an abusive or unethical use of the Web Hosting Service or Host Server(s). Abusive and unethical materials and uses include, but are not limited to pornography, obscenity, nudity, violations of privacy, computer viruses, any harassing and harmful material or uses, any illegal activity, or material advocating illegal activity and any infringement of privacy or libel. C. They will not send out spam s to cold addresses that have not opted into their mailing lists through their hosting/ package. 3. Client hereby agrees to indemnify and hold harmless the Provider from any claim resulting from Client s publication of material or use of those materials. Provider may or may not give notice before deactivating the use of an account(s) which the Provider decides is an abusive or unethical use of, or a potentially illegal use of the Web Hosting Account(s) or Host Server(s). Client hereby agrees to indemnify and hold harmless the Provider in any claim resulting from the submission of any materials. 4. Client agrees that it shall defend, indemnify, save and hold Provider harmless from any and all demands, liabilities, losses, costs and claims, including reasonable legal fees, ( Liabilities ) asserted against Provider, agents, its Clients, servants, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by Client,

2 its agents, employee or assigns. Client agrees to defend, indemnify and hold harmless Provider against Liabilities arising out of (i) any injury to person or property caused by any products or services sold or otherwise distributed in connection with Provider s Web Design Service; (ii) any material supplied by Client infringing on the proprietary rights of a third party; (iii) copyright infringement and (iv) any defective product which Client has sold in the Web Design. 5. Client agrees to process any personal information in compliance with Data Protection Act Client will not divulge any passwords to any other person and you should take reasonable precautions to ensure that it is not discovered by other people. Breakages 1. The Provider cannot be held responsible for any breakages occurring whilst handling items to be photographed. Hardware, Equipment and software 1. Client is responsible for and must provide all telephone, computer, hardware and software equipment and services necessary to update or maintain the Web Design Service. Provider makes no representations, warranties or assurances that Client's equipment will be compatible with Providers Services. Site Running 1. Whilst the Provider we will help manage your site, the Provider cannot be held responsible for delays, outages or other malfunctions due to the hosting of the site or the s aspect of the site. Neither can the Provider be held liable for any consequential loss by failure of the Internet system, be it failure of your PC, modem, connection line, ISP or Internet site. Internet Etiquette 1. Due to the public nature of the Internet, all information should be considered publicly accessible and important or private information should be treated carefully. Provider is not liable for protection or privacy of electronic mail or other information transferred throughout the Internet for any other network Provider or its customers may utilise.

3 Termination 1. Either party, without cause, may terminate this agreement by giving the other party 30 days written notice. In which event, the Provider will invoice the Client a pro rata amount for the work performed up to the termination date. Notwithstanding the above, Provider may terminate service under this agreement at any time, without penalty, if Client fails to comply with the terms of this agreement. All third party costs including hosting and domain names are non- refundable if a termination is carried out. Websites, Apps, Custom Applications, Software & Scripts Copyright & Ownership 1. Copyright and ownership is the property of the Client in instances where each of the following are true; a) the Provider has built and developed the website for the client, b) the project has been signed off as completed by the Client named on the sign off document and c) All invoices relating to the website development are paid in full. 2. Instances where the client hosts a website developed elsewhere on our servers then ownership of the website remains with the Client at all times. 3. In the event of cancellation or cease of services by the Provider ownership/copyright and access to the site to be retained by the Client where the conditions are met as outlined in point 1. The Provider will take all reasonable steps to ensure a smooth handover to the client. 4. Design, graphics and programming produced by the Provider remain the intellectual property of Mad About U Media Ltd until full and final payment has been received. Limited Liability 1. Client expressly agrees that use of Provider's Services is at Client's sole risk. Provider, its employees, affiliates, agents, host, third party information Providers, merchants, licensers or the like, do not guarantee that Provider's Web Site Design Service will be error free; nor do they make any warranty as to the results that may be obtained from the use of the Web Design and/or Promotion Service. Neither also as to the accuracy, reliability or content of any information service or merchandise contained in or provided through e- commerce solutions, unless otherwise expressly stated in this agreement. 2. Under no circumstances, including negligence, shall Provider, its offices, agents or anyone else involved in creating, producing or distributing Providers Web Site Design Service be liable for any direct, indirect, incidental, special or

4 consequential damages that result from the use of or inability to use the Provider's Design Services; or that results from mistakes, omissions, interruptions, deletion or loss of files or data, errors, defects, delays in operation, or of performance, whether or not limited to Acts of God, communication failure, theft, destruction or unauthorised access to Provider's records, programs or services. 3. The Client acknowledges that the Provider is not responsible for any consequential loss however caused. 4. Notwithstanding the above, Client's exclusive remedies for all damages, losses and causes of actions whether in contract, tort including negligence or otherwise, shall not exceed the aggregate sterling amount which Client paid during the term of this Agreement less any third party costs. Website Design 1. The Provider will produce and publish temporarily on the Providers website or server a design proof for The Client's approval. The design copyright of the proof shall remain the sole property of the Provider. Use of the design in any respect without the express written permission of the Provider will constitute breach of copyright. 2. The Provider will complete the design and build of The Client's website after receiving written or verbal confirmation that the design proof is satisfactory. 3. The Provider will release Website code and graphics when payment of the final invoice for the outstanding quotation value is received in full. 4. Once the Provider has received written confirmation that the design proof is satisfactory, modifications to the design specification will be considered an amendment to the contract. All modifications must be confirmed in writing. 5. Any consultancy service and general advice is, by its nature, subjective. It is up to The Client whether they decide to follow our ideas and suggestions. We cannot guarantee that any of those ideas and suggestions will positively improve business, increase traffic to The Client's website, improve ratings with search engines or boost sales. Domain Name Registration and Website Hosting 1. The Provider will occasionally register domain names in The Client's name. In doing this, the Provider is acting as The Client's agent with the appropriate Naming Authority. The contract of registration is between The Client and them and The Client is bound by their terms and conditions (available on request).

5 2. Registration is for two years unless otherwise agreed. Although we will do our best to renew the registration for you, it is ultimately your responsibility to make sure this happens so please keep a note of the date. 3. The Provider will advise The Client on the most appropriate and cost- effective website hosting package. The Provider is a reseller of website and domain hosting services of "Fasthosts Internet" The Client is bound by their terms and conditions (available on request). 4. All domain names registered either in the name of the Client or on behalf of the Client remain the property of the Provider in the event that there is an outstanding invoice in relation to the costs of registering a domain name. The Provider reserves the right to keep the domain name for their own purposes or until any outstanding balances have been paid in full. 5. The Client takes all risks in connection with the solvency and performance of such third parties and The Client accepts that the third party has sole liability to provide such services. 6. The Provider gives no warranty that any domain name requested will not infringe the rights of any third party and the Client indemnifies the provider in respect of any such infringements. Entire Understanding 1. The agreement contained in this Contract constitutes the sole agreement between Provider and Client regarding its Web Design & Associated Services. Terms relating to general design and print services can be found on our website titled Our Terms These terms and conditions shall be governed and construed in accordance with English Law and any disputes arising in relation thereto shall fall within the exclusive jurisdiction of the English courts except where we agree otherwise. Terms of Payment 1. 50% of build cost to pay on order (non refundable) and 50% on agreed completion. This quotation is based on an assumed understanding of the job specification and the time involved at the start. 2. All fees for domain names and hosting are payable in advance. 3. All fees for additional , security, pay per click and other search engine fees are payable in advance. 4. Late payments. After 30 days from date of invoice interest at 5% per month is due.

6 Insurance The Client shall be responsible for affecting all necessary insurance in respect of any loss, damage, or expense that it may suffer directly or indirectly in relation to the provision or non- provision of the Providers goods and services. Disclaimers 1. The Provider cannot be held liable for any information contained within The Client's website or printed literature. The content of such remains the copyright and intellectual property of The Client. The Client is liable for any reasonable legal costs incurred by the Provider caused by the content of The Client's website or other project and agrees to indemnify the Provider for any awards made by a court of law. 2. Search Engine entry and ranking can in no way be guaranteed as this remains the sole discretion of a third party search engine provider. 3. No liability will be accepted for compatibility issues with code or any errors, omissions or failings of software code produced. 4. Where in the instance that a time scale or schedule has been given, the Provider will not be responsible for any money lost to The Client if the deadline is not met. 5. On completion of any website it is the sole responsibility of The Client to manage the site. The Provider will no longer be responsible for the site upon completion unless an alternative agreement has been reached. 6. Should the Provider waive any of these terms on an individual basis, this shall not affect the validity of remaining clauses or commit the Provider to waive the same clause on any other occasion. 7. This contract shall be subject to UK Law. Where it is held that the Provider is not entitled to rely on any term in this contract, then the Provider may also be allowed to cancel all rights and obligations under this contract, or to hold all other clauses as valid entirely at his sole discretion. 8. The Provider reserves the right to amend these terms and conditions at any time. Mad About U Media Ltd Registered address: The Studio, 8 Church Mount, Sutton Village, Hull. HU7 4TJ Registered in England and Wales N VAT Reg. N