Terms and Conditions

Definitions

  • Agreement: The proposal, contract, terms and conditions, and any supporting documentation that together govern the relationship between the client and our company.
  • Client Content: Any information, materials, text, images, graphics, files, documentation, or other resources supplied by the client for inclusion within the project.
  • Deliverables: The services, work products, and materials that our company agrees to provide under the terms of the agreement.
  • Company Technology: Any software, source code, applications, systems, frameworks, methodologies, templates, tools, fonts, inventions, technical assets, or resources created, owned, or used by our company. This includes website structures, layouts, navigation systems, architecture, and functionality.
  • Final Deliverables: The completed and approved deliverables provided to the client under the project.
  • Project: The work and services to be carried out pursuant to the agreement between the client and our company.
  • Services: All services performed by our company as described within the proposal and related documentation.
  • Third-Party Resources: Any materials, software, images, illustrations, plugins, licenses, or other resources obtained from external providers and incorporated into the project.

Development Services

Our company shall provide the services specified within the approved proposal and agreement and shall perform such services according to the agreed project schedule and milestones.

Proposal / Scope of Work

Proposals submitted by our company shall remain open for acceptance for 30 days from the date of delivery to the client. If a proposal is not accepted within this period, our company may review, revise, or replace the proposal before issuing an updated version.

Compensation

  • Additional Costs: Third-party costs, including hosting, licensing, subscriptions, software services, or similar expenses, shall be charged separately from project fees.
  • Expenses: All reasonable expenses incurred in connection with the project shall be billed to the client at cost.
  • Fees: The client agrees to pay all fees and applicable taxes according to the project plan and payment schedule.

Payment

  • Invoices: All invoices are payable within 5 days of receipt. Additional expenses and third-party costs shall be identified separately where applicable.
  • Payment Schedule: Payments shall be made according to the milestones and payment structure specified within the agreement.

Changes to Project Scope

  • Change Requests: Any request to alter the agreed scope of work must be submitted in writing by the client. Our company shall review the request and provide details regarding any impact on project costs, timelines, or deliverables within 5 working days.
  • Minor Changes: Changes representing less than 20% of the total project value, or otherwise considered minor, shall be billed at standard hourly rates. Any resulting changes to project schedules shall be communicated to the client. Additional fees shall not be restricted by previous estimates.
  • Major Changes: Changes exceeding 20% of the overall project budget, or significantly altering the agreed requirements, shall require a revised or additional proposal. Work relating to such changes shall not commence until the updated proposal has been approved.
  • Acceptance of Proposals: The client shall approve any revised proposal within 14 working days. Failure to provide approval within this period may release our company from any obligation to undertake the proposed additional work.

Delays

  • Client Delays: The client shall provide approvals, information, materials, and other required inputs within reasonable timeframes. Delays caused by the client may result in corresponding extensions to delivery dates and milestones.
  • Delays by Our Company: Where project schedules are affected by circumstances within our control, we shall inform the client as soon as reasonably practicable via email.
  • External Delays: Events beyond the reasonable control of either party shall not constitute a breach of contract. Such events may include labor disputes, government actions, terrorism, natural disasters, fire, flooding, war, or similar circumstances. Project timelines may be adjusted accordingly.

Evaluation and Acceptance

  • Testing: Before delivery, our company shall perform testing and quality assurance procedures that are commercially reasonable and appropriate for the project.
  • Approval Periods: Following receipt of deliverables, the client shall have 7 working days to review the submitted work. Any rejection must be accompanied by written details explaining the issues identified. Our company shall then have 14 working days to address such issues. Revised deliverables shall be subject to a further 7-working-day review period.

Client Responsibilities

The client shall cooperate throughout the project and shall:

  • Provide materials suitable for use within the deliverables unless otherwise agreed.
  • Review and proofread all supplied content prior to submission.
  • Make timely decisions regarding third-party services, providers, integrations, or software relevant to the project.

Accreditation and Promotion

  • Accreditation: Unless otherwise agreed within the proposal, our company may place an accreditation hyperlink within completed project deliverables.
  • Promotion: Completed work may be displayed within portfolios, case studies, presentations, websites, marketing materials, and similar promotional resources for professional and business purposes.
  • Promotional Approval: Neither party shall unreasonably refuse permission to reference their involvement within a completed project. References may include website links where appropriate.

Confidential Information

Any information identified as confidential by either party shall be protected by the receiving party and shall not be disclosed to external parties without authorization. This obligation shall not apply to information already known by the receiving party or lawfully obtained from an unrestricted source.

Relationships

  • Agents: Where third-party contractors assist with project delivery, our company shall remain responsible for the affected deliverables.
  • Exclusivity: Nothing within the agreement requires either party to enter into an exclusive relationship. Both parties remain free to engage with other businesses, clients, contractors, or service providers.
  • Independent Contractor: Our company operates as an independent contractor and retains discretion regarding the manner in which services are performed. Nothing within the agreement creates an employment relationship, partnership, agency relationship, or joint venture between the parties. Work completed by our company shall not be considered “work for hire” under applicable copyright laws.

Liability

Services are provided on an “as is” basis unless expressly stated otherwise within the agreement. Our company shall not be liable for losses, damages, claims, or costs arising from the use of the services. Any liability shall be limited to the total amount paid by the client under the relevant agreement.

Rights for Work Produced

License: Following full payment, the client shall receive a perpetual, worldwide, non-exclusive license to use the deliverables in their approved form. Deliverables may not be modified, extracted, redistributed, or used to create derivative works without prior written permission from our company.

Support Services

Warranty Periods: Where reasonably required, our company may provide maintenance, correction, or update services relating to the deliverables. Unless otherwise agreed, such services shall be billed at standard hourly rates. Any warranty shall become void if deliverables are modified or interfered with by third parties.

Our company reserves the right to amend or update these Terms and Conditions at any time. Continued use of the website or services following publication of revised terms shall constitute acceptance of the updated version.