Poppy Design Studio | Terms and Conditions

TERMS AND CONDITIONS

This document was last updated: 22^nd February 2018

Please read these Terms and Conditions carefully as they will form a contract between us on your acceptance of our quote agreeing for Poppy Design Studio to provide the services/products, handover agreement or monthly maintenance/service agreement as detailed on the quote.

Our terms and conditions are available on our website at https://www.poppydesignstudio.com/terms-and-conditions/. We can be contacted by post to 20 Church View Road, Desborough, Kettering, Northamptonshire, NN14 2PS, by phone on 0800 321 3843, or email to [email protected]

We have tried to keep these Terms and Conditions brief, easy to understand, and as straightforward as possible. If you have any questions however, please do not hesitate to contact us.

DEFINITIONS

The following meanings will be used for terms in these terms and conditions:

‘Company’ or ‘Us’ means Poppy Design Studio & Computer Services

‘You’ means the Client

‘Parties’ means Us (Poppy Design Studio, the Company) and You (the Client)

‘Project’ means the body of work that is being undertaken, normally consisting of several connected parts, such as consultation, graphic design, website development and/or hosting.

CLIENT OBLIGATIONS

The Client agrees to:

Advise us in advance of any confidential information to be presented by email, written, or verbally. This should be marked as ‘confidential’ in the subject of the email, or clearly on any written documents.
Make every effort to adhere to all agreed deadlines.
Review the Company’s work, provide feedback, and sign off approval in a timely manner.
Provide the Company, within a reasonable timescale, everything that is requested in order for us to complete the Project including text, images and other information.
Provide the Company with text and images in the format as stated below (see photographs and images).
Pay the Company all monies owed within 7 working days.

CLIENT OBLIGATIONS: PHOTOGRAPHS AND IMAGES

Any images or photographs that you supply should be in digital format, usually no smaller than 1920 x 1000 pixels, with a suitable resolution that will allow them to be resized and used on screen. Traditional paper photographs requiring scanning are acceptable, however, there may be additional costs incurred due to time spent scanning and retouching the images. This depends entirely on the Project and the number of images involved.
The Client guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to the Company for inclusion in their website, or other design, are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, indemnify and defend the Company and its subcontractors from any liability (including solicitors fees and court costs), including any claim or suit, threatened or actual, arising from the use of such elements furnished by the Client.
Evidence of ownership or permissions may be requested by the Company.

COMPANY OBLIGATIONS

The Company agrees to:

Make every effort to adhere to any deadlines agreed between Us and You.
Carry out services in a professional and timely manner.
Make a reasonable number of revisions to the design, layout, colours etc, until you are satisfied with the design concept, or such time as both parties feel an agreement is likely to be reached, but no more than 2 major revisions. Separate charges will apply for any additional revisions or design work outside the scope of the Project.
Endeavour to complete requested website revisions or updates within 48 hours, wherever possible.
Maintain up to date skills and knowledge through regular training and research.
Contact you before the end of any free website monthly maintenance originally offered with your package purchased and provide you with a quote for paid monthly maintenance.
The Company agree to maintain the Client’s website, this includes but is not restricted to, back up of the website, update plugins, remove spam, update theme, and optimise database.

OUR SERVICES

Content Management Systems

The Company use the WordPress Platform exclusively as our Content Management System (CMS) of choice.
All website packages will be developed using a CMS.
The Company may build a bespoke solution, depending on the exact requirements of a Project.
Any associated or additional fees in relation to Content Management Systems or Ecommerce Management Systems are covered within your chosen package eg. installation, setup, testing and introductory training.

Hosting

Our Clients websites are hosted on a high-speed, state-of-the-art managed dedicated server which utilises a guaranteed minimum up time service availability level of 99.95%. Details of the exact specification of our servers are freely available to all our Clients and will be provided upon request. It is full responsibility of the Client to take a backup of their website and email accounts.

Logo Design

Quotations for logo design work are valid for a period of 14 days from the date of issue. To confirm acceptance of a quotation, the Client is required to pay a non-refundable deposit, for the amount stated on the quotation, in advance of any work starting.

QUOTATIONS

All quotes are valid for 14 days from the quote date unless otherwise specified. All quotes are based on the information specified by the Client. If the Client requests additional services, the Company will advise the Client of the applicable charges that will apply. The Company reserves the right to revise the quote or invoice amount. It shall not be held liable to the value of the quote.

ACCEPTANCE

To accept the quote, the Client must digitally sign and agree to these terms and conditions and pay the required deposit as listed in the quote. The deposit secures the Client into the diary. By accepting the quote, the Client agrees to adhere to the payment schedule specified in the quote.

CANCELLATION

Cancellation of web development

The Company has the right to charge the Client up to 85% of the total web development costs, should the Client cancel the website agreement after the design concepts have been agreed but prior to the website launch. The scale of the charge will be dependent on what stage the project is at when the cancellation takes place.

If cancellation is received after the deposit is paid, but before any work is commenced and within 7 days, the Company will refund the Client their deposit. If it is after 7 days, the Company will retain the Client’s deposit but the Client will not be liable for the full cost of the project.

A cancellation request must be received by email to [email protected], although prior communication by telephone regarding the cancellation request would be advised to ensure no further work on the Project is carried out.

Cancellation of logo design

You may cancel your order for logo design, but you will lose your non-refundable deposit. Depending on the amount of work completed when you cancel you may also be charged a % of the final bill due for the amount of work already completed.

Cancellation of Monthly Maintenance

A Client is required to provide a minimum of two weeks’ notice in writing, or by email should you wish to cancel monthly maintenance or monthly services offered by the Company.

PAYMENT TERMS

All payment schedules are provided with a quotation or invoice. You can request another copy by emailing us: [email protected]

Alterations to standing order mandates to reflect new or changed contracts are the sole responsibility of the Client. Any underpayments or missed payments remain due to the Company and the Client shall be responsible for bringing their account up to date within a reasonable period of time.

Contracts are based on a 1 month rolling contract unless expressly agreed between the Client and the Company. The Company requires a minimum of 14 days’ notice to cancel a monthly maintenance or monthly services contract. Hosting contracts are charged for a minimum period of 1 year. If you cancel the hosting before the end of the one year period, you will not be reimbursed for any hosting period not used.

A website will not launch on the handover date until full payment is received by the Company, except as expressly agreed between the parties.

Additional charges

Any images that the Company are asked to obtain from third party photographers will be charged as an additional cost.

There may be an additional fee for any design changes requested after the initial agreed design has been signed off.

Additional costs for extra features and/or additional design costs, not covered by our standard packages, will be agreed and invoiced before the website goes live. See https://www.poppydesignstudio.com/pricing/

WEBSITE COPYRIGHT

After the handover of a website, copyright is automatically assigned as follows:

The Company will maintain copies of all the files used in connection with your Project and if you require a disc copy of all the files used in connection with your Project, then the Company will be happy to supply this to you. Copies of the website files are maintained by us for a reasonable time (usually at least one year), and if we are providing hosting services, then files are maintained both locally and on external servers.
The Client will own, or have express permission to use, the text files, images, graphics and any visual elements, video or sound bites, that you may have sent to us to use in connection with the project.
The copyright to the mark-up, CSS files, other code that may have been used by us for you, or certain images that the Company may have supplied to or for you are licensed to you in connection with this web design project will be licensed solely to the domain name on which the website files reside. If you own the domain name, then you own the copyright.
At the bottom of the website page(s) after payment has been completed, usually it will say Copyright and the name of your business or Company. The Company do however reserve the right as the Company responsible for the design and/or development to place a small and unobtrusive link at the bottom of your website, thereby not hindering or distracting from your own website design.
As the design Company, the Company also reserve the right to display and link to your completed project as part of our portfolio, and to write about the project on other websites, social media, in magazine or e-zine articles, books, written or digital publications of any design and source. Please inform us in advance of the website handover if you DO NOT want us to add your site to our portfolio of work.

Other copyright

All copyright for any design, format or concept remain the property of Poppy Design Studio until the full agreed balance for the service is received. Payment will be due from the Client by the handover date. Once payment is received, the Company will send the Client all files for the logo design (PSD, PNG, Fonts used etc.) and, upon acknowledgment of receipt, the Client will own all copyrights.

DESIGN LIMITATIONS

Once a design concept is agreed with the Client, the Company will provide reasonable revisions to the artwork to ‘tweak’ it to the Client’s satisfaction. If this becomes excessive and beyond the original agreed design concept, the Company have the right not to continue with any further work and the original non-refundable deposit will not be returned. An additional charge may be made at the Company’s sole discretion, from the balance of the total due on the final handover amount owed. This will not exceed 100% of the original quotation.

The Company is not responsible for writing or inputting any text copy unless this has been specified by the Client.

LIABILITY: WEBSITE DEVELOPMENT

All websites are developed to work primarily across all major browsers and platforms including other devices such as mobile phones and tablets. The Company does not guarantee complete and/or long term compatibility across every major browser, platform or handheld device due to updates/upgrades by their respective vendors.

The Company does not guarantee compatibility in old or redundant browser software. The Company shall not be responsible for compatibility for plugins update/upgrade after handover and launch.

LIABILITY: WEBSITE

The Company shall not be liable for any missed launch date or deadline if the Client has not supplied materials within specified timescales or has not approved or signed off work on time, at any stage.

The Company cannot guarantee the compatibility in any way of websites not hosted by Poppy Design Studio, or that a hosting provider’s server operating systems, especially any contact forms, Content Management Systems, database driven websites, etc will be fully functioning at any time.

The Company shall not be responsible if a site’s functionality is impaired due to a plugin or theme installed by the Company on handover but then ceases development, and/or is incompatible with the current WordPress version.

The Company shall not be liable if the hosting does go down and corruption of a database happens or the website does not restore correctly.

The Company shall not be liable for any emails lost in a website move or if hosting is unavailable at any time.

LIABILITY: HOSTING

Poppy Design Studio, shall not be liable for any hosting or technical issues relating to hosting on any other website and will not offer any technical support for any other website hosting Company.

The Company cannot guarantee that the functions contained within any web page (or part of your website design), will always be error free, and therefore the Company will not be liable in any way whatsoever to you for any third party damages, including lost profits, lost savings, or other incidental, consequential or special damages arising out of the operation of or inability to operate this web site and any other web pages, even if you have advised us of the possibilities of such damages.

By using and paying for our hosting services you confirm that The Company accepts no liability for loss of any client data, including website files, website database, emails and domain names, due to ANY issues relating to The Company hosting or working on the client’s website.

Should a client’s website go offline during any server maintenance or downtime then the client agrees The Company accepts no liability for loss of earnings or data during the downtime.

EMAIL

By paying for our hosting services the client confirms that The Company does NOT accept ANY liability for loss of emails on any of our servers for any reason.
It is important these days to have multiple backup systems for all website files and email.

Email Problems

We accept no liability for any server issues which result in email problems. We are happy to assist with any email problems and aim to fix them quickly.

Mail Box Limits

It is important to have good mail box etiquette by removing/deleting older emails to keep under your mail box limit. Mail boxes limits are between 1-5 gb depending on your hosting package. We accept no liability for emails lost as a result of reaching mail box limits.

WORDPRESS MONTHLY MAINTENANCE

Upgrading WordPress, Plugins & Themes

The Company provide a monthly maintenance service which includes but not limited to; Taking a WordPress site Backup, Update WordPress core files, Update themes and WordPress plugins, clean up spam comments, clean up the database.
The Company is not responsible for website malfunctions resulting with a loss of client data or website downtime whilst performing the website maintenance. Maintenance will be performed between 9am-5pm Monday – Friday.

The Company is not liable if your website is hacked even if the client is paying for a monthly maintenance package. The Company is not liable if a plugin or theme leaves an exploit to the website allowing the site to be compromised or hacked.

Plugins

We use WordPress, Themes and 3rd party plugins to develop your website. The plugin the developers often release upgraded versions of their software with security patches or additional functionality. The plugins perform various features on your website and you are informed of updates required within the WordPress admin area.
In time WordPress plugins may become obsolete and alternative plugins will need to be sourced or the website may need redeveloping. The Company accepts no liability for issues which
arise from plugins which require updates or are obsolete.

We strongly advise backing up the database before upgrading any plugins.
We charge an hourly rate to rectify any issues, which includes but not limited; website hacked, website corruption, database corruption, plugin incompatibility.

SEARCH ENGINES

The Company are experts at designing websites to perform well with the search engines and will liaise with the client in trying to achieve high rankings for the appropriate keyword phrases.

The Company accept no responsibility or liability to the Client for the actual rankings achieved or how such rankings may vary over time.

The Company are not liable for any ranking results or how the site is performing in the search engines.

TERMINATION

Services may be terminated by The Company, without cause, at any time.

Services may be terminated by the client, without cause, by giving the company 30 days notice.

We may terminate Services at any time, without penalty and without notice, if you fail to comply with any of the terms of this Agreement or the intellectual property protections applicable to these Services.

Notice of termination of Services by The Company will be sent to the contact e-mail associated with your account. Upon termination, we have the right to delete all data, files, or other information that is stored in your account.

LIABILITY AND WARRANTY DISCLAIMER

The Company provides their website and the contents thereof on an ‘as is’ basis and makes no warranties with regard to the site and its contents, or fitness of services offered for a particular purpose. The Company cannot guarantee the functionality or operations of the clients website or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.

The Client agrees that the Company is not liable for any bugs, performance issues or failure of their WordPress software as WordPress is open-source software distributed under the GPL (“GNU General Public License”) and is maintained and developed by a community of thousands of users and developers. Any bugs, performance issues or failure with the software will be directed to the WordPress Development community.

The Company endeavours to provide a website within given delivery time scales to the best of its ability. However, the Client agrees that the Company is not liable for any claims, losses, costs incurred or compensation due to any failure to carry out services within a given delivery time scale.

The Client agrees that the Company is not liable for any failure to carry out services for reasons beyond its control, including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on a major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.
The Company is not liable for any consequences or financial losses such as, but not limited to, loss of business, profit, revenue, contract, data or potential savings, relating to services provided.

On handover of files from The Company to Client, the Client shall assume entire responsibility in ensuring that all files are functioning correctly before use.
Whilst every effort is made to make sure files are error free, the Company cannot guarantee that the display or functionality of the web design or the website will be uninterrupted or error free. If, after handover of files, errors are found in code the Company has created and the standard development platform, domain name set-up and hosting set-up are the same as when work began, then the Company can correct these errors for the Client free of charge for a period of 3 months, after acceptance of the work. After the 3-month period, the Company reserves the right to quote separately for any work involved in correcting an error.

If, after handover of files, errors are found in code the Company has created and the standard development platform, or the domain name set-up or hosting set-up have been changed, the Company can correct errors and reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name set-up or hosting set-up.

Should the Client go into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, the Company reserves the right to cancel forthwith any projects and invoice the Client for any work completed.

The Company shall have no liability to the Client or any third parties for any damages, including but not limited to claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of or inability to operate these web pages or website, even if the Company has been advised of the possibility of such damages.

There are sometimes laws and taxes that affect Internet e-commerce. The Client agrees that it is their responsibility to comply with such laws and will hold harmless, protect, and defend the Company and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet e-commerce.

The Company may from time to time recommend to the Client that updates are needed to their site, including but not limited to new legislation compliance, software compatibility and web standards. The Company reserves the right to quote for any updates as separate work. The Client agrees that the Company is not liable for any failure to inform or implement these updates to their site. The Client agrees that it shall defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates.

CHANGES TO THESE TERMS AND CONDITIONS

The Company reserves the right to add, delete, or modify any provision of these terms and conditions at any time without notice. Failure to receive notification of a change does not make those changes invalid. These terms and conditions are available to download or print from our website.

CONFIDENTIALITY

The Company adheres to all national and EU data protection, data transfer, data retention, and confidentiality regulations and always stores data sent to us in a secure manner.

ENTIRE AGREEMENT

The terms and conditions contains the entire Agreement between the parties. The parties shall not be bound by, or be liable for any statement, representation, promise, inducement, or understanding of any kind nature not expressly set out in this contract. No changes, amendments or modifications of any of the terms or conditions of the contract shall be valid unless agreed in writing and signed by both parties.

SEVERANCE

If any provision of these terms and conditions is held invalid, illegal, or unenforceable, for any reason by any court of competent jurisdiction, such provision shall be severed, and the remainder of the provisions shall continue in full force and effect with the invalid, illegal or unenforceable provision eliminated.

CLIENT DETAILS

The Client agrees to notify the Company as soon as practicable of any change of business address, structure, ownership or contact details. We will communicate with you at your last known address, and if necessary serve/deliver any notices for the business to this last known address.

NOTICES

Any formal notice required to be given under this Agreement shall be in writing and sent by both email and by registered or recorded delivery post to the party to be served at the addresses noted on this Agreement. Notices shall be deemed given 48 hours after posting and sending.

CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999

A person who is not party to these terms and conditions shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement. You cannot transfer these terms and conditions including obligations to anyone else without our consent or permission.

DATA PROTECTION

Under Data Protection legislation an individual has the right to access personal data that is held by a business. If you wish to access your data, you should submit a subject access request. For details of this right, see https://ico.org.uk/for-the-public/personal-information/

We confirm that when processing data on your behalf we will comply with the provisions of the Data Protection Act 1998 and subsequent legislation. The Company is a Data Controller of all personal data.

GOVERNING LAW AND JURISDICTION

These terms and conditions shall be governed by, and construed in accordance with, English law. The Courts of England shall have exclusive jurisdiction in relation to any claim, dispute or difference concerning the terms and conditions and any matter arising from these.