terms and conditions
- The following terms and conditions are for the supply of Website Design Services by Surface Web Media Ltd
- The headings in this document are inserted for convenience only and shall not affect the construction or interpretation of these Terms.
- By checking the box adjacent to the words “I agree to the Terms and Conditions” at the bottom of your selected Website Design Service Package you agree to be bound by the T&Cs below for a minimum period of 24 months.
- In these T&Cs the expression “you” and similar pronouns means the company named in the Price Package and “we”, “us” and similar pronouns means Surface Web Media Ltd, a limited liability company with registered number 09459710 / Vat Reg (n/a ) and with registered office Surface Web Media Ltd, Victoria House, Great Ancoats Street, Manchester, M4 7DB.
- CONTRACT ACCEPTANCE
- Please read the Terms and Conditions carefully, as any purchases of our website design packages implies that you have read and accepted these terms.
- The Contract between you and us for the supply of the Services comprises the benefits and services set out in your selected Website Design Service Package and the Terms & Conditions.
- You certify that you are at least 18 years of age and legally capable of entering into this Agreement.
- You acknowledge that you have not relied on any statement, promise or representation made or given by or on behalf of us which is not set out in the Contract.
- You are entitled to a 14 day cooling off period which begins on the day you purchase your selected Website Design Package.
- DEFINITIONS AND INTERPRETATIONS
|Business Day||Between 09:00 and 17:00 on weekdays other than public holidays in England and Wales|
|Contract||These T&Cs and your Service Package, Service Pricing and confirmation of your order and the terms.|
|Fees||The fees payable to us each month in advance by you at the rate set out in your selected Service Package.|
|Notice||A notice in writing (including e-mail).|
|Personal Data||Details from which a living individual can be identified|
|Payment Administrator||The third party secure payments administrator to which you are directed when you make payment through
|Virus||Any computer virus, trojan horse, worm, time bombs and other disabling, harmful or malicious code, files,
scripts, agents or programs
|Force Majeure Event||an event beyond the reasonable control of either party, including but not limited to strikes, lock-outs or other industrial disputes, failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors|
|Intellectual Property Rights||all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.|
|Services||means the services we will provide to you as set out in your selected Service Package. Service or services refer to any of or all of our website products and services|
|VAT||value added tax chargeable under English law for the time being and any similar additional tax.|
|Amendment||Means a small and simple change to your website as determined by us.|
|Content||All content including text, graphics, audio, visual, logos, photographs, URLs, music, video, animation, and any other content intended for use on websites made by Surface Web Media.|
|Domain||Is an internet domain name that is registered through a Registry.|
- SERVICES AND SUPPORT
- We agree to carry out Services in a professional and timely manner on the commencement date and shall continue for the minimum term and there after until the last remaining service is terminated according to these terms.
- Websites made by us cannot be used for;
- Content deemed to be sexually explicit in nature.
- Copyright infringing data.
- An illegal business.
- Anything deemed inappropriate by us.
- Anything which is misleading incomplete or deceptive content.
- Any trade secret or protected data.
- Information that contains virus or malicious elements.
- Anything defamatory harassing or threatening.
- Some of our services use third party tools (eg widgets, google maps), and you are bound by their terms of service and we are not responsible for the performance or non-performance of any third party tools.
- You agree that we may change the look of your website or content if we see it necessary or convenient to provide our service.
- We shall have the right to make any changes to the services which are necessary to comply with any applicable law.
- Both parties will maintain up to date anti-virus protection to protect as far as practicable against the introduction of any Virus that may infect any files or data to the other’s computer systems.
- Any support requests should be sent via email to firstname.lastname@example.org and your Dedicated Account Manager.
- Support is available on any working Business Day.
- You are entitled to one support request per month of up to 0.50 man-hours. This support time will be used once every month to update the WordPress and Plugins versions.
- We do not transfer over any unused time to the next month or accumulate unused man-hours.
- Urgent tasks will be charged separately.
- Any extra hours used will be billed separately at £40 per hour excluding VAT.
- YOUR RESPONSIBILITIES
- You must supply all materials and information required by us to complete the work.
- Such materials may include, but are not limited to, images, written copy, logos and other printed material.
- You must supply all content in the following format:
- Text/Copy: Microsoft Word or Rich Text (Clearly labelled and in correct order);
- Images: High resolution where possible (JPEG, PNG files);
- Logos: Vector format (Illustrator EPS/AI);
- Diagrams/Maps: Vector format (AI) or (JPEG files).
- You warrant that the materials or content you provide to us, or that are provided to us on your behalf, will not:
- breach any rights (including Intellectual Property Rights or Moral Rights) of any third party; or
- compromise the security or operation of our computer systems, through a virus or otherwise.
- You indemnify, and agree to keep us, our directors, and employees indemnified, against all Loss arising out of the breach of any rights (including Intellectual Property Rights and Moral Rights) of any third party in connection with materials or content that you supply to us, or that are supplied to us on your behalf.
- If we suffer any loss or damage as the result of any claim from any person that information submitted by you to us is misleading, fraudulent or otherwise incorrect in any way then (i) we will pass the details of the claim to you (ii) you will deal with such claim directly and (iii) you will reimburse to us on demand all reasonable costs we may incur in defending such claim.
- You must not use the Emails for inappropriate content and other undesired emails which can result in spamming or infecting the server. Under such circumstances, immediate action will be taken and the required files and data will be deleted without any prior notice.
- You are 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 their use of Internet electronic commerce.
- COMPANY OBLIGATIONS AND WARRANTIES
- We shall not be liable for any delay in delivery of the Services caused by a Force Majeure Event.
- We are not responsible for circumstances outside of our control that may interrupt or otherwise prevent performance of all of part of the Services including inability to access the internet, power outages or equipment breakdowns.
- We shall not be liable for your failure to provide us with adequate content, delivery instructions or any other instructions relevant to the supply of the Services.
- We shall be entitled to use a Group Company or other subcontractors for the provision of the Services provided and in such cases we shall remain liable to you for the performance of the Services as if it had carried them out itself.
- We are not responsible for any links to other websites provided on your site or comments posted by other users on the website.
- We are not responsible for any illegality which may arise from the operation of your website.
- Your website must be hosted on our servers for the duration of your contract with us.
- We do not guarantee any specific position in search engine results for your website.
- We may performs basic search engine optimisation according to current best practice.
- As part of your website build and ongoing hosting we have the right to include back-links from your website to ours. This is an important marketing avenue for us and is factored into your website cost.
- We have the right to change any aspect of the Terms and may do so without prior notice to the Client.
- You are encouraged to review the Terms regularly for such changes. A copy of these Terms is available via our website at http://surfacewebmedia.com/webterms/ and by written request to our registered office at Victoria House, Great Ancoats Street, Manchester, M12 6JH.
- You authorise us to use your name, logos, branding (including any trademarks) and any feedback you give us in our general publicity that we may issue from time to time.
- All your payments to us are managed by the Payment Administrator and we do not retain any data relating to your bank account, passwords, PINs or card numbers (Financial Data). We rely on the Payment Administrator for ensuring that your Financial Data is held securely. Accordingly, we cannot be held responsible for any misuse of your Financial Data. If you believe your Financial Data is being misused in any way you should immediately contact your bank and/or the Payment Administrator.
- We will use your contact details to communicate with you about the Services, any other additional services or offers from us that we believe may be of interest to you as well as for administering the Contract and payments due under it. We may retain your contact information and service and payment history for up to 7 years for statutory, taxation and accounting purposes.
- INTELLECTUAL PROPERTY RIGHTS
- We reserve all rights, title and interest in all software, technology and business processes used to deliver the Services including all related intellectual property rights. Except as expressly stated within the Contract, the Contract does not grant you any rights in patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered) or any other rights or licences in respect of the Services or the underlying technology.
- Other than permitted by applicable law, you will not create derivate works based on the Services; or copy, frame or mirror any part or content of the Services; or reverse engineer the Services; or otherwise access the Services in order to build a competitive product or service or copy any features, functions or graphics contained within the Services or its outputs.
- FEES PAYMENTS AND CANCELLATIONS
- Unless otherwise expressly stated, all prices shall be in Pounds Sterling and shall be exclusive of VAT and other duties. We shall be entitled to adjust the agreed prices accordingly.
- You must agree to pay the fees in accordance with the Selected Website Package.
- You must pay us for any additional services required that are not outlined in the initial package.
- Whilst every effort is made to ensure that costing estimates are accurate, we reserve the right to amend any estimate, should an error or omission have been made.
- You will pay the Fees by recurring debit or credit card payment via the Payment Administrator who will store your card details and automatically charge the monthly Fees to your card every calendar month.
- The Payment Administrator will email an invoice to you promptly following each payment.
- We may charge compensation for late payments at the rates and amounts prescribed from time to time under the Late Payment of Commercial Debts (Interest) Act 1998 and in addition shall be entitled to all reasonable costs incurred in recovering any unpaid sums.
- We reserve the right to make changes to our charges from time to time but will notify you if the price of your selected Service package will change at least 10 Business Days in advance of the date the change is to take effect.
- If you cancel your payment instruction to your bank, or we are unable to take payment against the card number you submitted for any reason, we may suspend the Services immediately and/or terminate the Contract (without prejudice to our rights to recover any amounts that remain due to us on the termination date).
- Declined or unsuccessful payments will incur an additional £10 administration charge for re-billing of the respective months payment amount.
- Accounts which remain outstanding or unpaid 30 days after the date of invoice will be considered in default. If the Customer in default maintains any information or files on the Company’s web space, we will, at our discretion, deny access to or remove all such material from our web space.
- We will not be responsible for any loss of data incurred due to the removal of Services.
- Removal of such material does not relieve you of the obligation to pay any outstanding charges.
- 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.
- You may terminate this agreement up to 30 days prior to the last day of the minimum Contract period provided that all payments due to us have been paid in full for the respective month.
- If you would like to terminate your contract with us during the minimum term stated or should we choose to end this agreement prematurely as a result of a breach within the contract, you will then be liable to pay a fee of no more than your monthly subscription charge multiplied by the number of months left in your contract.
- We reserve the right to terminate this Service at any time with immediate effect
- Should you wish to transfer source code from our hosting environment we will, upon a payment fee of £199 plus VAT or 50% of the initial development price (which ever is greater) grant you a full license for you to migrate the source code and all graphics branding, images, templates and databases.
- As per the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 you are entitled to cancel your agreement and receive a full refund of any fees paid within 14 days of completing your agreement application form. However, as per regulation 36 of Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, if you select to commence your agreement immediately, or you ask us to start your agreement early, you agree that if you subsequently cancel your agreement within the 14 day period, you will be refunded any monies paid, less an amount for the work you have already used and has been carried out until this point. As an example of how this works, if your agreement fee is £19.99 per month and you cancel your agreement after 10 days of it commencing, we shall refund you £13.33, keeping £6.66, which represents the agreement you had used up to the point of cancellation.
- No variation of the Contract will be effective unless it is set out in a revised Contract or other written variation document signed by both of us.
- If any provision (or part of a provision) of the Contract is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions will remain in force. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision will apply with whatever modification is necessary to give effect to the commercial intention of the parties.
- The Contract, and any documents referred to in it, constitute the whole agreement between the parties and supersede any previous arrangement, understanding or agreement between them relating to the subject matter they cover.
- Each party acknowledges and agrees that in entering into the Contract it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to the Contract or not) relating to the subject matter of the Contract, other than as expressly set out in the Contract.
- Each party will not, without the prior written consent of the other, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Contract (such consent not to be unreasonably withheld or delayed).
- The Contract is not intended to and does not confer any rights on any person or party other than the parties to the Contract pursuant to the Contracts (Rights of Third Parties) Act 1999.
- The Contract and any disputes or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) are governed by, and construed in accordance with, the law of England.
- The parties irrevocably agree that the courts of England have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with the Contract or its subject matter or formation (including non-contractual disputes or claims).