Website project Terms and Conditions

1. DEFINITIONS
In these terms and conditions
“Initial Charge” and “Annual Charge” are respectively the set up and other charges (including but not limited to charges for hosting) for the Services as the same are specified overleaf or as subsequently agreed or increased in accordance with the other terms hereof.
“Client” and “you” means the person, partnership or company ordering the Services named overleaf.
“Contract” means your Order, these terms and conditions and our written confirmation of the Order.
“Order” means the pdf or hard copy Order which has been sent to you.
“Documents” includes any written materials and graphics, pictures, images, photographs, maps, drawings, illustrations, logos, film or data supplied in recorded form on any medium, be it paper, films, digital, tapes, discs, via infra red, blue tooth, internet or networks
“Input Material” means any Document supplied by you or on your behalf to us for use in providing the Services.
“Output Materials” means the Website and any other Documents supplied by us to you as part of the Services.
“Services” means the set up of the Website and any other services (including hosting) specified in the Order as accepted by us, together with the provision of all other Documents relating thereto.
“we” and “us” means Hertfordshire Business Centre Services Limited having the address overleaf.
“written” and “in writing” includes e-mail communications.

2. SUPPLY OF SERVICES
2.1 On issue of our written confirmation of your Order we agree to provide the Services in accordance with the Contract, and you agree to pay the Charges in accordance with the Contract. Any changes or additions to the Services or other variations of contract must be agreed in writing between us.

2.2 Any dates or times given for completion of the Services or delivery of the Website and/or other Documents by us are given as indicative only. While we undertake to make all reasonable efforts to meet such dates or times, we do not accept any liability for any loss arising from delay in such completion, however the delay has been caused except to the extent provided in Clause 6 of these terms and conditions.

2.3 All the necessary Input Materials will be provided promptly by you in accordance with the Contract so as to enable us to provide the Services.

2.4 You will maintain at your own expense duplicate copies of all Input Materials supplied. We shall not be liable for any loss or damage to Input Materials however caused other than from any deliberate or reckless misdeed on our part.

2.5 We may at any time without prior notification make changes to the Website specification and/or other Services which are necessary to comply with legal requirements and which do not otherwise affect the nature or quality of the Website or Services.

2.6 You agree to abide by our hosting terms and conditions, a copy of which has been supplied to you (receipt of which you hereby acknowledge)

3. OWNERSHIP OF MATERIALS, COPYRIGHT AND SIMILAR RIGHTS
3.1 The property, copyright and any other intellectual property rights in:
Any Input Materials remain with you.
Output Materials remain with us until we have received the charges payable for their development.

3.2 Each party will treat as confidential and not disclose or use except for the purposes for which it was made available to it by the other any information belonging to the other party and relating to its business except information that becomes public knowledge other than by breach of this clause.

3.3 You warrant that the Input Materials and any Services ordered will not infringe any copyright or other rights of any third party or that if any consents, permissions, authorizations or licences are necessary from such third parties, you will obtain these at your own expense prior to the Services being carried out by us and will indemnify us against all loss, damages, costs, expenses or other claims made or awarded against or incurred by us in connection with any claim arising as a result of your failure to obtain such consents, permissions, authorizations or licences.

4. TERMINATION
4.1 Subject to clause 4.2 below, if you wish to terminate this Contract for whatever reason you may do so on giving written notice
(i) prior to acceptance of the Website, provided that you shall remain liable for the Initial Charge for such set up or
(ii) at any time following acceptance of the Website, provided that you shall remain liable for the Annual Charge for the year in which notice is given

4.2 Either party may at any time terminate the Contract by giving written notice to the other if the other (a) commits any material breach of contract and the same has not been remedied within a reasonable time not being longer than 60 days, or (b) goes into liquidation or becomes bankrupt, makes a voluntary arrangement with its creditors or has a receiver or administrator appointed.

4.3 We may refuse or cease to provide the Services, including but not limited to hosting of the Website, if payment of the relevant Charge or Annual Charge has not been received by the due date for the relevant payment.

5. PAYMENT AND CHARGES
5.1 We reserve the right to increase the Initial Charge and/or any Annual Charge at any time prior to the acceptance of the Website or commencement of any hosting year (as appropriate) to cover any additional costs outside our control, or that have been incurred due to changes in completion date by you or changes to specifications or information supplied by you or by your failure to supply necessary and adequate specifications or information.

5.2 Unless otherwise agreed payment of the Initial Charge shall be made with the Order and we will not commence the Services until such payment has been cleared into our bank account. Annual Charges will be due and payable annually in advance prior to the commencement of the hosting year.

5.3 All Website design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work is on the project is commenced unless other terms of payment are agreed. The remaining amount of the project quotation total will be due upon completion of the work.
Payment for services is due by cheque or bank transfer. Cheques should be made payable to Allison Cleaves Web Media and sent to 36 St Leonards Court, Sandridge, St Albans, Hertfordshire, AL4 9UZ.

5.4 If payment is not received for the outstanding invoice by the due date for payment
(i) we shall entitled to charge interest on the overdue invoice at the rate of 15% per annum on the outstanding amount from time to time until the invoice and the interest is paid in full, and
(ii) we reserve the right not to provide or to cease to provide the Services until the outstanding amounts have been cleared. In such event, we shall not be liable for any loss, costs, charges, expenses or embarrassment that this might cause you or any third party.

6. CUSTOMER REVIEW
6.1 The Customer with an opportunity to review the appearance and content of the website during the specified design period. Signed approval will be requested at the end of this period. If a signed approval is not received, such materials will be deemed to be accepted and approved unless the Customer notifies ACWM otherwise within ten (10) days of the date the materials are made available to the Customer.

7. OUR WARRANTIES AND LIMITATIONS ON OUR LIABILITY
7.1 We warrant to you that the Services will be provided using reasonable care and skill.

7.2 Nothing in these terms and conditions is intended to limit any rights you may have as a consumer, whether under statute or otherwise, that may not be excluded.

7.3 Limitations and exclusions

7.3.1 Under no circumstances shall we be liable to you for any indirect, incidental, special, punitive, or consequential losses, damages, costs or expenses of any kind whatever (including any loss of production, loss of or corruption to data, loss of profits or of contracts, loss of operation time and loss of goodwill or anticipated savings, even if we have been advised of their possibility) and howsoever caused, whether arising through breach of contract, tort (including negligence) or otherwise in connection with the performance of this Contract, including the provision of ( or failure to provide) any information or advice.

7.3.2 Except in respect of death and personal injury, our total liability to you in contract or tort (including negligence) or otherwise from or in relation to the provision of or delay or failure to provide any Output Materials or any of the Services under this Contract shall not exceed an amount equivalent to the Initial Charge or relevant Annual Charge paid or payable by you for the Output Materials and/or Services in question.

7.3.3 For the avoidance of doubt, we shall have no liability to you for any loss, damage, costs, expenses or other claims for compensation arising from any Input Materials or instructions supplied by you which are incomplete, incorrect, inaccurate, illegible, out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of yours,

7.3.4 Subject to sub clauses 7.2 and 7.2.1.1 above, we will cease to be liable to you for any errors, omissions or inaccuracies in the Output Materials handed over by us to you once they have been accepted by you.

6.4 Force Majeure
We will not be liable you or deemed to be in breach of the Contract with by reason of any delay in performing or any failure to perform any part of the Services, if the delay or failure is due to any cause beyond the Company’s reasonable control including (without limitation) fire, flood, epidemic, accident, explosion, major electronic or mechanical breakdown or other equipment failure, strike, civil disturbance, act of terrorism or other public enemy, act of God or any law or executive or judicial order (whether municipal, country, state or national).

7. GENERAL
7.1 This Contract constitutes the entire agreement between you and ourselves regarding its subject matter and supersede any previous agreement or understanding and may not be varied except in writing between you and ourselves. All other terms and conditions, express or implied statutory or otherwise, are excluded to the fullest extent permitted by law.

7.2 If any part of these terms and conditions are deemed by any competent authority to be invalid void or unenforcable whether in whole or in part this shall be without prejudice to the validity to the remainder of these terms and conditions and the remainder of the provision in question.

7.3 We will not accept responsibility for any alterations caused by the client or any a third party occurring to the Customer's pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.

7.4 Any notice given by either party to this Contract shall be in writing and addressed to the other party at its principal place of business and/or registered office or such other address that may at the relevant time have been notified to the party giving notice.

7.5 Any failure or delay by either party to exercise any of its rights whether implied by statute or express shall not be deemed to be a waiver of that right and no waiver by either party of any breach of the Contract by the other shall be considered to be a waiver of any subsequent breach of the same or any other provision.

8. LAW
8.1 These Conditions and all other express terms of the Contract shall be governed and construed in accordance with the laws of England and the parties hereby submit to the exclusive jurisdiction of the English Courts.