Orders are accepted on condition that the wording complies with current legislation and complies with the provisions of the British Code of Advertising Practice. It is the responsibility of the Client to ensure that this is the case.
In this legal agreement the terms have the following meanings:-
(a) ‘The Client’ – Any person, company, partnership, organisation or body requesting the services of Total Creation. All clients must be 18 years of age or above
(b) ‘The Developer’ – Total Creation. An internet web design provider offering the Client graphical designs, HTML, CSS, Flash and other related computer programming languages and includes the partners, employees or appointed agents of Total Creation
(c) ‘The Agreement’ – The Contract between the Developer and the Client to which these conditions will apply
(d) ‘The Contract’ – The order form provided by the Developer and completed by the Client and returned to the Developer, by way of e-mail or post, in order to enter into the Agreement. Receipt of the Order Form must be acknowledged in writing by the Developer to accept the Contract and enter into the Agreement.
(e) ‘Completion of Site’ – Written notification from the client that the site is satisfactory
This agreement shall apply to all goods/services ordered by the Client from the Developer
ACCEPTANCE OF WORK
Quotations are valid for 5 days from date of issue and are based on the Developers advertised charges. The Developer reserves the right to increase rates in the future. The quotation is subject to amendment if the Client later requests alterations, or requires extra work.
The Developer reserves the right to withdraw from the Agreement at any time prior to acceptance of the Contract
100% payment is requested in advance for all websites purchased. Work will commence upon receipt of the Order Form.
In the event that the Client makes the payment and within 7 days decides not to proceed with the website design, then a refund will be issued but a cancellation fee equivalent to 25% of the quotation will be incurred by the Client (provided that work has not yet commenced).
In the event that the Client makes the payment and decides not to proceed with the website design after 7 days, or if work has commenced on the website design, no refund shall be made to the Client although the Developer has the discretion to make a refund subject to pro-rata adjustment dependant on how much of the website has been completed.
Additional work requested by the Client which is not specified in the agreed quotation is subject to a separate quotation and the Developer reserves the right whether to quote or accept additional work. If additional work is accepted by the Developer, it may affect the timescale and overall delivery time of the project.
All payments by cheque, bankers draft or money order must be made in pounds sterling.
PERMISSION AND COPYRIGHT
Any scripts, cgi applications or software (unless specifically agreed) written by the Developer remains the copyright of the Developer and may only be commercially reproduced or resold with the permission of the Developer.
The Developer cannot take responsibility for any copyright infringements caused by materials submitted by the Client. The Developer reserves the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
The Developer will not knowingly permit the use of any illegal or inappropriate material in a website designed or hosted by them and will only create websites in the English language.
In the event that the Developer is informed of infringement of copyright, or any other legislation, the Developer will immediately take steps to remove such material from either their own website, or from a website which has been produced or hosted by the Developer. The Client agrees to absolve and indemnify the Developer of any liability, including all actions, proceedings, costs demands and claims arising from any breach in respect of the content in the Clients’ website, and to assume all responsibility for any violations and legal actions which may arise at any time in the future.
All pages, images, text and code on Developer’s website at http://www.totalcreation.co.uk is copyrighted material. Clients and any visitors to the Developers website may not use any of the pages, images, text or code on the website for use on the Clients or visitors own website or to create a website, templates or Actinic templates without prior permission from the Developer.
Copyright of the completed web design, images, pages, code and source files created by the Developer for the Client shall be with the Client only by prior written agreement. Without agreement, ownership of designs and all code is with the Developer
Client agrees that resale or distribution of the completed files in full or in part is forbidden unless prior written agreement is made between the Client and the Developer.
Client agrees that Developer may include development credits and links within any code Developer designs, builds or amends.
Client agrees that Developer reserves the right to include any work done for the Client in a portfolio of work.
MATERIAL AND CONTENT
The Client must provide to the Developer, by e-mail or disc (non returnable) to our registered address, all specific images, text, keywords and other media required for the completion of their website or optimisation. The content should ideally be provided as a word document with no more than one page per website page. The Client is responsible for the spelling and grammar used in the site text, and any keywords used or requested for optimisation. The Client is responsible for proof-reading each web page as it is completed. Although the Developer will try to correct obviously mistakes, they do not guarantee to do so.
Any additions to the brief will be carried out at the discretion of the Developer and where no charge is made by the Developer for such additions, the Developer accepts no responsibility to ensure such additions are error free and reserves the right to charge an according amount for any corrections to these or further additions.
The Developer grants the Client non-exclusive use of all material created and designed by the Developer for use in the web site created by the Developer under this contract.
The Websites link must remain in the footer area of the client's web site for the duration of the websites life, if void the Developer reserves the right to reinstate the link.
Developer reserves the right to refuse to handle:
(a) Any media which is unlawful or inappropriate;
(b) Any media which contains a virus or hostile program;
(c) Any media which constitutes harassment, racism, violence, obscenity, harmful intent or spamming
(d) Any media which constitutes a criminal offence, infringes privacy or copyright
(e) Any other questionable media at Developers own discretion
The Client agrees to make available as soon as reasonably possible to the Developer all materials required to complete the site to the agreed standard and within the set deadline. The Developer will not be liable for costs incurred, compensation or loss of earnings due to failure to meet agreed deadlines.
DOMAIN NAMES AND HOSTING
It is the clients responsibilities to make sure the website and accounts are secure on the server. In the event of a security breach such as hacking, Total Creation reserve the right to delete the account if the client does not fix the breach in a reasonable time frame.
Because many events and circumstances are beyond the control of Total Creation, Total Creation does not in any way warrant or otherwise guarantee the availability of the system or servers and is not responsible for any delay or loss of data, lack of connection, slow connection, or any other such issues whether due to the active or passive negligence of Total Creation. Total Creation may, at its sole discretion, limit or deny access to its servers, if, in the judgment of Total Creation, such limitations or denials of access are required to assure the security of the network, the integrity of the network structure, or to prevent damage to the network, the software or the data stored on the Total Creation servers.
The Developer offers free hosting with every website. The hosting is a basic service, and does not offer any back up solutions. The Developer gives no guarantees as to the availability or interruption of the service and if the Clients account is violated, and their website or email service is in anyway disrupted, damaged or deleted, the Developer takes no responsibility or liability for the actions of third parties or for loss of turnover, sales, revenue, profits or indirect, consequential special loss.
The Developer reserves the right to charge clients for the hosting of the website, at anytime. Any changes to the hosting and / or email will also be a chargeable event.
Until the Developer receives confirmation of registration, they cannot guarantee that the domain name requested by the Client will be available for registration. By requesting the Developer to register a domain name, the Client is responsible for ensuring its use and the way in which it is used (directly or indirectly), does not infringe the legal rights of any third party.
Client agrees to take all legal responsibility for use of third party domain name, hosting and email services and hereby agrees to indemnify the Developer from any claim resulting from the Client's publication of material and use of the domain name, hosting and email services.
Any support or payment due relating to the domain name, hosting and email services are to be made between the Client and the third party service.
Client agrees to pass on FTP details and any other access details relating to their domain name and hosting account which the Developer requires to upload the web site if required as part of a project.
Developer reserves the right without notice to refuse work with domain names or hosting and email services without reason for such rejection or refusal.
Before the website is made live, the website will be uploaded to the client area of the Developers server for approval. Upon written approval by the client, by e-mail or post, the website will be uploaded to the Clients server. It is the Clients responsibility to proof read all the content and confirm that the website is to their satisfaction.
Whilst the Developer endeavours to ensure that everything is as requested, it is the Client's responsibility to check and inform the Developer of any errors as soon as possible. Once the site has been made live then any changes to the site including any additional extras including unused features will be charges at the hourly rate. Fixes requested after the site has been made live will also be charged at the standard hourly rate
All alterations for website projects are to be requested in writing either by email or post by the Client. After the specified allowed hours of alterations have been completed, the Developer reserves the right to advise the Client as such and send a separate quotation to the Client and to request payment for any further alterations. The Developer reserves the right to request payment be received for further alterations before continuing work.
The Client agrees to provide any required information and content required by the Developer in good time to enable the Developer to complete a design or web site work as part of an agreed project.
This is valid for the first draft. The first draft is the homepage draft design. The Developer will redesign the first draft until the Client is happy with the initial design. Once the Client asks for more pages to be added, this will be seen as approval of the initial design. If changes are needed to the design after the first draft has been approved then the Developer reserves the right to charge for the design work needed. The redesign charges do not apply to content nor to the flash banner.
The design process is detailed below, as well as on the Order Form, and the Client agrees to adhere to the process:-
1. The designer will work on one page at a time;
2. You will send over the content for the current page only, the content will be final, the content will be inputted to the web page, any alterations to the text after sending the content to the designer will be chargeable.
3. Once the page is approved, the designer will sign the page off, this will happen once you send over the next page content. There does not have to be an official signing off email, it is deemed to be signed off once you send over the next page. Once a page has been finished, charges will be applied to re edit the page.
4. The next page is then started, and the designs process repeats.
Google Business Listing
The Developer will supply the link to the business listing on Google Business maps listings. Although the Developer provides advice and support, they do not register on behalf of the Client. It is the Clients responsibility to register the business on Google.
The Developer offers a basic web logo with most packages. The Developer will redesign the logo up to a maximum of three times. The Basic Logo is only designed for use on the website. If the logo is required as an image file there is a fixed fee to be paid for each different image format. This will be at the Developers discretion and will be a fair and reasonable amount based upon time taken and market rates.
If a flash banner is included, the banner will consists of up to 3 images. If additional images or text is required then it will be charged at the designers’ usual hourly rate. The Developer does not offer redesigns on the flash banner.
Flash Image Gallery
The Developer allows 1 Flash Image gallery per website, the gallery can hold a maximum of 15 images. If Additional images and flash photo galleries are required then there will be a standard charge for the additional services.
Each Web Page should be no more than one A4 size of text at minimum size 12 font in Arial on a word document. If the text exceeds this limit then you will be liable to pay for each additional text page, as a new web page. We allow upto 4 images maximum per normal web page.
All content (page wording, images etc) should be sent over exactly as the client wants it to appear on the website. If any changes are required to the content during the design period and once the site is live, the changes will be charged at the web designers’ usual rate.
Web Design & SEO
The website will be submitted to Google and will include Meta Tags and a website description upon the Clients request. The Developer does not guarantee a particular ranking in any search engine and in any search results. The Developer cannot accept liability for any changes in rankings due to changes in algorithms of the search engines or the factors that they use to rank websites.
The Developer will build and create a web form with most packages. It is the Clients responsibility to make sure the email account the form sends to is functioning properly. In the event of the email account the form sends the information to, is not receiving the information the Developer will test it on a free email account which the Client will have access to. The Client agrees that it is not the responsibility of the Developer, but of the email provider.
The Developer provides one free email account with the package if the domain has been purchased within the package by the Developer. If the domain is held with the Client then it is the Clients responsibility to setup their own email with the domain provider.
Total Creation offer hosting to all clients. We operate a fair usage policy, this means if a website is using a large amount of the server either through bandwidth, memory storage or cpu usage we withhold to the right to terminate the hosting, or ask for a fee to upgrade the account to a suitable package for a fee.
If the client requires a hard copy of the website then this will be an additional cost. The cost will be determined by the Developer.
The Client agrees that a HTML page built from a graphic design may not exactly match the original design because of the difference between the display in design software and the rendering of HTML code by internet browser software. The Developer agrees to try and match the design as closely as is possible when building the code.
If an error or issue with the design or code arises during the project which does not allow the design or code to match the original specification, then Client agrees that Developer can apply a nearest available alternative solution.
After site completion, the Client or a third party of their choosing may wish to edit their web site code themselves to make updates. However, the Client agrees that in so doing they assume full responsibility for any issues which occur as a result of changing the code themselves. If the Client or a third party of their choosing edits the web site code and this results in functionality errors or the page displaying incorrectly, then the Developer reserves the right to quote for work to repair the web site.
The Developer reserves the right to assign subcontractors in whole or as part of a project if needed.
The website layout will be based on the clients’ choice of design or template and will be discussed and agreed before work is carried out. The design time given, which includes first draft and completion dates are estimates, and the client agrees that the dates are only rough estimates
Client agrees that it is their responsibility to have regular backups of their website and software made by themselves or third party services in case of a software or hardware failure.
All communications between Developer and Client shall be by telephone, email, Skype or postal mail, except where agreed at Developer's discretion.
CMS Unlimited Pages & E-commerce Web Design Packages
The Client is responsible for adding their own content and products to these specific package products. This includes; categories, sub-categories, products, text, menu options and pages. The Developer supply instructions and support but is not legally obliged to add content for the Client. Total Creation is contracted to just design the master template.
Within the Ecommerce Package, the shop layout is of a fixed nature and if the Client requires examples the Client should ask the Developer before the purchase of the product as this fee is non refundable.
If the Client requests the Developer to add content for them, then it is down to the designer to apply a charge to the work needed. The Developer will build a bespoke template for the CMS and E-commerce package, but the content and the design of pages will be the responsibility of the client. The Developer does provide support via email and instructions on how to do this. The Developer will also setup a working shop with the e-commerce package, however again it is the Client’s responsibility to add products, setup prices and configure the shop settings. The developer provides email support and written instructions on how to operate this. E-commerce shops and CMS Packages have a fixed layout which allows the user to add their own content to the pages as they wish, and the Client agrees that this layout is suitable for their website. The Developer will also provide examples of this website upon request. The Client agrees that the e-commerce and CMS Packages are of a fixed layout and it may not be possible to implement some layout changes.
The Developer will endeavour to ensure that any developed/designed site or application will function correctly on the server it is initially installed in and that it will function correctly when viewed by the majority of visitors. Sites are designed to work with the main browser, Internet Explorer. The Client agrees that the Developer cannot guarantee correct functionality with all browser software across different operating systems.
Clients who have non-standard software installed on their computer (including but not limited to spam filters, pop up or advert blockers, virus or Trojan software, firewalls), non-standard settings or hardware issues which are beyond the control of the Developer. In the event of problems, the Client must assume responsibility to ensure that their computer systems are capable of displaying and working with hosting, email and websites.
Clients agree that, after handover of files, any updated software versions of the main browsers Internet Explorer and Mozilla Firefox, domain name setup changes or hosting setup changes thereafter may affect the functionality and display of their web site. As such, the Developer reserves the right to quote for any work involved in changing the web site design or web site code for it to work with updated browser software, domain name or hosting changes.
LIABILITY AND WARRANTY DISCLAIMER
The Client agrees the Developer is not liable for any bugs, performance issues or failure.
The Client agrees the Developer is not liable for absence of service as a result of illness or holiday.
The Client agrees Developer 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 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.
On handover of files from the Developer to the 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 Developer cannot guarantee that the display or functionality of the web design or the web site will be uninterrupted or error free. If after handover of files errors are found in code the Developer has created and the main browsers Internet Explorer and Mozilla Firefox, domain name setup and hosting setup are the same as when work began, then Developer can correct these errors for the Client at its own discretion.
If after handover of files errors are found in code the Developer has created and the main browsers Internet Explorer and Mozilla Firefox have released an updated software version, or the domain name setup or hosting setup has been changed, Developer can correct errors for the Client free of charge and reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name setup or hosting setup.
Should the Client goes into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, the Developer reserves the right to cancel forthwith any projects and invoice the Client for any work completed.
The Developer 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 web site, even if Developer has been advised of the possibility of such damages.
The Client agrees that it is their responsibility to comply with laws and taxes which affect Internet ecommerce and will hold indemnify the Developer and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet ecommerce.
The Developer may from time to time recommend to the Client that updates are needed to their site to comply with, including but not limited to, new legislations, software releases and web standards. The Developer reserves the right to quote for any updates as separate work. The Client agrees that the Developer is not liable for any failure to inform or implement these updates to their site. The Client agrees that it shall indemnify the Developer from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates.
The Client agrees to use all the Developers services and facilities at their own risk and agree to indemnify the Developer from any and all demands, liabilities, costs, losses and claims including but not limited to solicitors fees against the Developer or it's associates that may arise directly or indirectly from any service provided or agreed to be provided or any product or service sold by the Client or its third parties. The Client agrees this indemnification extends to all aspects of the project, including but not limited to web site content and choice of domain name.
Client also agrees to indemnify the Developer against any liabilities arising out of injury to person or property caused by any service provided or agreed to be provided or any product or service sold by the Client or third parties, including but not limited to, infringement of copyright, infringement of proprietary rights, misinformation, delivery of defective products or services which is harmful to any person, business, company or organisation.
The Developer will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the client or any of the Clients appointed agents
The Developer will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by the Client,
The Developer and any third party associates agrees that, except if directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information. Likewise, the Client agrees that it will not convey any confidential information about Developer to another party.
Developer and any third party associates shall use information provided by the Client in relation to this agreement in accordance with the Data Protection Act 1998 and also for the following purposes 1) to identify the Client in communications with them 2) to contact the Client from time to time to offer them services or products which may be of interest to or benefit the Client.
The Developer does their best to maintain the accuracy of any personal information supplied to them by the Client, The Client can, however, assist the Developer to update and maintain the accuracy of personal information by informing them of any changes to name, address, email address, telephone number or any other relevant personal data.
The Developer reserves the right to terminate a project with a Client at any time without prior notification if it finds the Client in breach of these terms and conditions. The Developer shall be the sole arbiter in deciding what constitutes a breach. No refunds are given in such a situation.
This agreement shall be governed by the laws of England and Wales which shall claim venue and jurisdiction for any legal motion or claim arising from this agreement. This agreement is void where prohibited by law.
The Developer endeavours to comply with all legislative requirements including Health & Safety at Work, Data Protection etc, and would not knowingly evade any legal business requirements. Where appropriate, and particularly where there is an interaction in the relationship with a client, the Developer expects the Client to comply with the legislative requirements for their business.
Where one or more terms of this contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
Developer reserves the right to alter these Terms and Conditions at any time without prior notice, by accepting a quotation or making a payment of invoice to use the services supplied, the Client acknowledges to have read, understand, and accept the Terms and Conditions of this Agreement, and agrees to be legally binding by these Terms and Conditions.
The Developer reserves the right to refuse any design changes and amendments; this includes redesign of the first draft and changes to an existing website.
The Developer reserves the right to cancel hosting and domain contracts with a 14 day notice period.
In the unlikely event that a Client should have cause for complaint, the Developer asks that the Client first raise the matter directly using the online contact form, giving sufficient information and outlining the grounds for complaint. An initial response to any complaint can be expected within 3 days and a full and considered response to the complaint should be completed within 7 days and any subsequent remedy implemented with the minimum of delay.