TERMS & CONDITIONS
These are the standard terms and conditions for Website Design and Development and apply to all contracts and all work undertaken by Ignite Media Group Ltd for its clients.
Revised date: 03 January 2022
Both parties agree as follows:
You, the client (“Client”)
Ignite Media Group Ltd (“Company”).
- The Client has a need for services; and
- The Company has an interest in performing such services for the Client; and
- The parties wish to set forth the terms and conditions upon which such services will be provided to the Client.
1. DESCRIPTION OF THE SERVICES
The Company will provide services to the Client that have been agreed in writing.
The person signing up for the website plan will automatically be assigned as the sign off person and is the only person authorised to request changes or cancel the contract. If the Client wishes to give another person this authority too, the Client will need to contact the Company with their name and email address and the Company will add them to the approved list.
If the Client no longer wishes for this additional person(s) to have this authority it is the Client’s responsibility to inform the Company.
3. OUR FEES AND DEPOSITS
The Client agrees to provide the Company with a direct debit mandate and authorises the Company to deduct payments of the current monthly and/or annual costs as agreed with the Company. The bank account must be registered in the Client’s name or business.
There will be no refund or credit for partial months or years of service. Costs are chargeable and shall be payable until an account is terminated or cancelled by either the Client or the Company.
The Company may increase the prices at any time by giving the Client not less than 1 month’s notice provided that the increase does not exceed 25% of the prices in effect immediately prior to the increase. The company will not increase pay monthly prices more than 25% within a 12 month period.
Pay Monthly Clients
Pay monthly clients will be signed up to a 12-month minimum term contract. If the Client cancels the contract before this time, they will be subject to paying the outstanding amount of months on the contract, regardless of whether the Client has cancelled the Direct Debit.
- Upfront costs are to be paid immediately via bank transfer. Until payment is received, no work shall commence on the website.
- Thereafter, monthly recurring costs are to be paid via Direct Debit (unless otherwise agreed by the company in writing). The Direct Debit setup and processing period will typically take 5-7 working days to complete (from the client sign-up date). The monthly payment will be taken on the same date each month. Should a payment date fall on a non-working day, the payment will be processed on the next available working day.
- The first monthly payment will be due on launch of the website. (unless otherwise agreed by the Company in writing beforehand).
Pay annually clients
A percentage of the total fee payable under our proposal is due as a deposit immediately upon you instructing us to proceed with any marketing project with us. We will agree the amount dependent on the total project cost. All other payments will be due per the contract we agree with you prior to commencing your project.
Annual (12 months) recurring cost to be paid immediately via Direct Debit (unless otherwise agreed by the Company in writing). The annual payment will be taken on the same date each year. Should a payment date fall on a non-working day, the payment will be processed on the next available working day.
The first annual payment to be paid no-later than 7 days from Client sign-up (unless otherwise agreed by the Company in writing beforehand).
Pay annual clients will be signed up to a 12 month fixed-term contract and will not receive a full/partial refund if they cancel before the 12 month period has completed (unless otherwise agreed by the Company).
Suspension of Service
The Company has the right to stop providing services or suspend services if payment is not received within 10 working days. If the missed payment has still not been received within 30 days the Company has the right to delete the website from their servers to a point that it cannot be restored.
4. SUPPLY OF MATERIALS
The Client must supply all materials and information required by the Company to complete the work in accordance with any agreed specification. Such materials may include, but are not limited to, photographs, written copy, logos and other printed material. Where there is any delay in supplying these materials to the Company which leads to a delay in the completion of work, the Company has the right to extend any previously agreed deadlines by a reasonable amount.
Where the Client fails to supply materials, and that prevents the progress of the work, the Company has the right to invoice you for any part or parts of the work already completed.
The Company is pleased to offer you the opportunity to make two rounds of revisions to the design. However, the Company may charge for additional designs if the Client makes a change to the original design specification.
The website development phase is flexible and allows certain variations to the original specification. However, any major deviation from the specification will be charged at the rate of £70.00 per hour.
Ongoing content updates to the Client’s website are permitted under the agreement. A content update is a change to existing content and pages only, with the exception of news and blog articles which will be added as new pages. Any additional page requests after the website has launched will be chargeable (unless specified otherwise by the Company).
6. PROJECT DELAYS AND CLIENT LIABILITY
Any timeframes or estimates that the Company gives are contingent upon the Client’s full co-operation and complete and final content in photography for the work pages. During development there is a certain amount of feedback required in order to progress to subsequent phases. It is required that a single point of contact be appointed from the Client’s side and be made available when required in order to expedite the feedback process.
7. APPROVAL OF WORK
On completion of the work the Client will be notified and have the opportunity to review it. The Client must notify the Company in writing of any unsatisfactory points within 7 days of such notification. Any of the work which has not been reported in writing to the Company 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 remaining balance of the project price will become due.
8. REJECTED WORK
If you reject any of the work within the 7-day review period, or not approve subsequent work performed by the Company to remedy any points recorded as being unsatisfactory, and the Company, acting reasonably, consider that the Client has been unreasonable in any rejection of the work, the Company can elect to treat this contract as at an end and take measures to recover payment for the completed work.
9. COPYRIGHT & INTELLECTUAL PROPERTY RIGHTS
The Client must obtain all necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trademarks, or any other material that is supplied to the Company to include in the Client’s website or web applications.
The Client will indemnify the Company and hold the Company harmless from any claims or legal actions related to the content of the Client’s website.
All website files hosted by the Company will be the property of the Company. The Client will have no right to these files or the migration of these files if the contract is cancelled. Any website design or template created by the Company will remain the property of the Company before, during and after the contract. In effect, the Client will be leasing the website from the Company.
The Client understands and agrees that the website is provided on a pay-as-you-go rental basis, and as such the Company retains ownership and copyright of the design, underlying code and any bespoke assets created for the website project at all times.
If the Client wishes to purchase the rights to a website created by the Company, this will be at the discretion of the Company, and will incur additional fees as agreed with the Company in writing.
Any domain names purchased by the Company for the Client will be the property of the Company and will remain so even if the contract is cancelled. The transfer of ownership to another supplier of the Clients choosing will be at the discretion of the Company.
Any email service provided by the Company will cease to exist if the contract is cancelled by either party. Access to any data related to email accounts such as emails, contacts and appointments will be erased. The Client is responsible for taking their own backups and archives of email. The Company cannot be held responsible of any loss of data.
Existing Domain Names & Email Addresses
In the event that the Client already has a domain name and/or email address set up, which are then transferred to the Company to manage, the Company cannot be held responsible for any downtime or loss of data during this process. This could include items such as existing emails and contacts, existing calendar appointments, and existing 3rd party websites. Upon migration, there is no guarantee that any historic emails will be available. It is the Client’s responsibility to make the necessary arrangements to ensure a backup or archive is available to them after the transfer has been completed.
Domain name renewals
If the Client has registered their own domain(s) using their own account (domain control panel), it is the Client’s responsibility to manage their domain(s), and not the Company. This includes any payments and renewals via the relevant domain registrar.
Domains that have been registered by the Company, or domains that have been transferred to the Company’s account, will be managed by the Company.
Once the Client has paid the Company in full for its work, the Client is granted a license to use the website and its related software and contents for the life of the website.
The Client must not use the Company’s services to advertise or promote anything that is illegal or encourages criminal activity. If the Client does, the website will taken down with immediate effect and all associated files will be deleted without warning.
11. SEARCH ENGINES
The Company does not guarantee any specific position in search engine results for the Client’s website. The Company performs basic search engine optimisation according to current best practice.
12. CONSEQUENTIAL LOSS
The Company shall not be liable for any loss or damage which the Client may suffer which is in any way attributable to any delay in performance or completion of the contract, however that delay arises.
To the full extent permitted by law, all terms, conditions, warranties, undertakings, inducements or representations whether express, implied, statutory or otherwise (other than the express provisions of these terms and conditions) relating in any way to the services the Company provides to its Client are excluded. Without limiting the above, to the extent permitted by law, any liability of the Company under any term, condition, warranty or representation that by law cannot be excluded is, where permitted by law, limited at our option to the replacement, re-repair or re-supply of the services or the payment of the cost of the services that we were contracted to perform.
The Company reserves the right to subcontract any services that have been agreed to perform for the Client as the Company sees fit.
The Company (and any subcontractors we engage) agree that it will not at any time disclose any of your confidential information to any third party.
16. ADDITIONAL EXPENSES
The Client agrees to reimburse the Company for any requested expenses which do not form part of our proposal including but not limited to the purchase of templates, third party software, stock photographs, fonts, domain name registration, web hosting or comparable expenses.
The Company is responsible for maintaining the Client’s backups with respect to your website whilst under contract, and will not be liable for restoring any Client data or Client websites except to the extent that such data loss arises out of a negligent act or omission by the Company. If the Contract is terminated by either party, all files and databases relating to the Client’s project will be deleted, and no backup will be retained unless otherwise agreed in writing prior to termination of contract.
18. TERMINATION AND NOTICE
- Upfront costs are non-refundable
- Annual costs are non-refundable
- The Client may terminate this agreement up to 14 days prior to the last day of the minimum agreement term. The Client must give 14 days written notice to the Company.
- The Company can terminate this agreement at any time and must give 14 days written notice to the Client.
- The Client will be charged a reasonable admin fee for a domain name transfer to a third party. Any external costs will be payable by the Client.
- No export or transfer service is available to another third-party provider or to the Client directly. In effect, the Client will be leasing the website from the Company (if the Client wishes to purchase the rights and ownership to a website created by the Company, this will be at the discretion of the Company).
The parties are independent and are not partners, principal and agent or employer and employee and the contract does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. None of the parties shall have, nor shall represent that they have, any authority to make any commitments on the other party’s behalf.
The Company shall not be liable for any failure to perform under this Contract when such failure is due to causes beyond that party’s reasonable control, including, but not limited to, acts of state or governmental authorities, acts of terrorism, natural catastrophe, fire, storm, flood, earthquakes, accident, and prolonged shortage of energy. In the event of such delay the date of delivery or time for completion will be extended by a period of time reasonably necessary for both Company and Client. If the delay remains in effect for a period in excess of 60 days, the Client may terminate this Contract immediately upon written notice to the Company.
The Company will keep all original artwork and digital files prepared in connection with the project and are allowed to use them for promotional purposes without prior permission from the Client. For example, but not limited to, on their portfolio site and or related social media accounts.
‘Website by Ignite Media Group’ shall be included in the Client’s website footer and shall include a hyperlink back to www.ignitemediagroup.co.uk.
Unless stated otherwise, time is of the essence of any date or period specified in the Contract in relation to the Client’s obligations only.
By using current versions of well supported content management systems such as Joomla, the Company endeavours to ensure that the websites created are compatible with all current modern web browsers such as the most recent versions of Internet Explorer, Firefox, Google Chrome and Safari. Third party extensions, where used, may not have the same level of support for all browsers. Where appropriate the Company will substitute alternative extensions or implement other solutions, on a best effort basis, where any incompatibilities are found.
The Client is responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify the Company and its subcontractors from any claim, penalty, tax, tariff loss or damage arising from the Client’s or its clients use of Internet electronic commerce.
20. GOVERNING LAW
The agreement constituted by these terms and conditions and any proposal will be construed according to and is governed by the laws of England and Wales. The Client and the Company submit to the non-exclusive jurisdiction of the courts in and of England and Wales in relation to any dispute arising under these terms and conditions or in relation to any services we perform for you.