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Definitions "You", "your", "the customer", "the client" refers to any person or other legal entity ordering a web site or item. "Us", "Ideal Design", "I.D", "our", "we", refers to The Situation Limited "Agreement" refers to any agreement subject to these conditions "Service" refers to the services described in the current literature. "Item" refers to a banner, logo, animation or image. "Commission", "project" refers to any works undertaken by Ideal Design on behalf of client. |
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The Service The following terms and conditions apply to all web site design services offered by Ideal Design. A copy of these terms and conditions must be signed by all new customers prior to or at the time of submission of work to us, indicating agreement to and acceptance of these Terms and Conditions. This agreement explains our obligations to you, and explains your obligations to us for various services. By ordering services from Ideal Design you are agreeing to the following terms and conditions: The client is engaging Ideal Design as an independent contractor for the specific purpose of developing and/or improving a World Wide website or item to be installed on the client's web space. Ideal Design will design and construct web page(s) for you according to the Client's specifications set forth in the ‘Summary of Works’ and subject to these Terms and Conditions (this " Entire Agreement"):
The client understands that any web hosting or domain registration services require a separate contract with a web hosting or domain registration service. The client agrees to select a web hosting service which allows Ideal Design full access to the website and a CGI-bin directory via FTP (File Transfer Protocol). The client further understands that if the web hosting service's operating system is not a UNIX \ Linux system, standard CGI software may not work, and providing a substitute may incur additional charges. All domain names and hosting are registered in the clients name and not that of Ideal Design. Domain names and hosting services are obtained and held by Ideal Design on the client’s behalf using third parties. Our client takes all risks in connection with the solvency and performance of such third parties. We act as our clients' agent in these matters, and the client accepts that the third party has sole liability to provide such services.
Ideal Design cannot always guarantee to start work immediately on a commission but will arrange a date with the client as to when work can commence.
In instances where the client does not sign an agreed web site management fee then it is the sole responsibility of the client to manage the completed web site. Should Ideal Design waive any of these terms on an individual basis, this shall not affect the validity of remaining clauses or commit Ideal Design to waive the same clause on any other occasion. If a maintenance service is entered into between Ideal Design and the client, it will be contained within its own document and not connected to this contract. However, this Contract does include minor modifications and corrections requested within a two-week period up to an average of one hour per page, including updating links and making minor changes to a sentence, paragraph or image. It does not include removing nearly all the text from a page and replacing it with new text.
The client MUST own copyright, or have reproduction rights of all artwork, trade names, photographs and other materials supplied to Ideal Design for inclusion on the client’s web site. The client shall indemnify Ideal Deal against any cost whatsoever in connection with the ownership of copyright or reproduction rights. The client shall have full liability for the consequences of the contents of their site as long as the site reflects the client’s instruction to us. A signed contract for website design and/or publication shall be regarded as a guarantee by you to us that all such permissions and authorities have been obtained, regardless of whether or not we have had sight of documents granting such permission and authority. Ideal Design retains the copyright to data, files and logos provided. Ideal Design retains the right to use the completed project and any preliminary designs for the purpose of design competitions, future publications on design, educational purposes, marketing materials, and portfolio. Where applicable the client will be given any necessary credit for usage of the project elements. The client agrees that Ideal Design shall have the right to remove from the Client’s Web Site any web pages Ideal Design has designed which upon or following posting fail to adhere to the terms of these Terms and Conditions, including violation of any licensing agreements or failure to pay fees duly assessed. Ideal Design withholds the right to refuse publication on the web of any content, which it sees as being indecent, obscene or offensive towards others.
Upon fulfilment of the clients order, Ideal Design will deliver the work via FTP. If the client’s website is to be installed on a third-party server, Ideal Design must be granted access code to the site’s storage directories as is necessary to enable the website to be installed via FTP. Ideal Design will install and publicly post the Client’s pages by the date agreed upon by both Client and Ideal Design, unless the Client specifically requests a delay. Unless otherwise specified by Client, the method of delivery for completed works, under this Agreement, shall be made through its upload to the hosting web server. If a Client fails to promptly inform Ideal Design that a design is not to their satisfaction or in line with their creative Brief, within (5) business days, the Client will be deemed to have accepted that design. If a Client notifies Ideal Design that they are not satisfied with a design or response, the Client shall submit information regarding amendments or modification to be made. After providing a Revision Brief, Client will be provided a subsequent Response that conforms to the additional criteria requested by Client. Ideal Design will not be obligated to make any changes to the pages unless the Client demonstrates the pages do not comply with the Client Order. When requested by Client, the parties shall in good faith negotiate Additional Client Orders, each of which upon signing shall be deemed a part of this Agreement. Ideal Design and the client must work together to complete the website in a timely manner. If the client does not supply Ideal Design complete text and graphics content for all web pages within six weeks of the date of signing a contract, the entire amount of the contract becomes due and payable. If the client has not submitted complete text and graphics content within two months after signing of this contract, an additional continuation fee of 10% of the total contract price will also be assessed each month until the website is advertised.
All websites designed by Ideal Design are optimised for several of the major search engines as part of the standard service we offer. Whilst we will try to improve the position of your website in Search Engines, we do not warrant that this effort is in any way guaranteed, as this remains the sole discretion of the 3rd party Search Engine provider. Ideal Design will not be held responsible for any changes to the position of your web site in any Search Engines in response to a search request.
Ideal Design reserves the right to assign subcontractors to this project to insure the right fit for the job as well as on-time completion.
For a period of six months following termination of this contract, the Client shall not, directly or indirectly, hire or solicit any employee, consultant or freelancer who is in or has been in The Situation LTD’s employment or contractual engagement.
You attest that you are of legal age (18 years or older) to enter into this agreement.
Payment for design services will be made in UK Pounds to the Situation Ltd and unless otherwise agreed with Ideal Design, will be made as follows: 50% with order, plus 50% once published on the web. All prices displayed include VAT. Ideal Design reserves the right to change its prices without notice. Quotes are valid for 30 days from the date of the tender quote. All prices quoted will be subject to change without notice after this period. An interim invoice will also be levied for 25% of the total quotation value if web site content is not received within 30 days of commission. The final invoice will be issued when work has been completed on the Customer's Web Site design, in accordance to the summary of works. Payments are due within 14 days of presentation of invoice. In the event that any amount remains unpaid fourteen days after invoice date, Ideal Design reserves the right to discontinue, withhold, or suspend services to the customer to whom such unpaid amounts relate. In accordance with the late payment of commercial debts act of 1998, interest will be charged on all payments received 30 days after the date of receipt of the invoice at the rate of 4% above the ECB base rate. No reminder will be necessary in order to collect interest on arrears since late payment constitutes in itself a breach of contract that should be automatically sanctioned. All charges incurred by Ideal Design due to late payment will be passed onto the customer. An acceptance period of 15 (fifteen) calendar days from the date of delivery of the completed work is provided, during which you are encouraged to test and assess the website. No notification of changes within a 10-day period will be regarded as tacit acceptance and outstanding amounts become due and payable.
Termination of the client order by client must be sent by email to info@idealdesign.co.uk. If client terminates the client order within forty-eight (48) hours after signing of contract, the client will be required to pay twenty five percent (25%) of the total down payment. If client terminates the Client Order at any time following commencement of work there under but prior to release of the Final Pages, Ideal Design has a right to charge a cancellation fee of 50% of the total order. Client may not terminate this Agreement after release of the final Pages. If Ideal Design initiates termination, with the exception of the Client's failure to make any payments owed there under, Ideal Design agrees to reimburse the Client in full either by cheque within thirty (30) days of termination, or by cancelling any credit card transaction(s), and Ideal Design shall have no further obligations to Client nor any obligation to provide Client with work that had been commenced or completed prior to termination.
Although Ideal Design intends to use commercially reasonable efforts to make the Web Site and Service accessible, Ideal Design makes no representation, warranty or covenant that the Web Site or Service will be available at all times or at any time. Various circumstances may prevent or delay availability. Ideal Design shall not be responsible for any use that is or is not made of the Web Site or the Service. Ideal Design shall not be held liable for any information contained within the Customer's Web Site. The content of the web site remains the copyright and intellectual property of the Customer. The Customer is liable for any reasonable legal costs incurred by Ideal Design caused by the content of the Customer's Web Site and agrees to indemnify Ideal Design for any awards made by a court of law. Ideal Design cannot accept responsibility for any alterations made by third parties to the client’s pages once completed and handed over. Such alterations include, but are not limited to, additions, modifications, or deletions. Sites are designed to be compatible with Internet Explorer (Version 5) and Netscape (version 4). No liability will be accepted for compatibility issues with code or any errors, omissions or failings of software code produced. In the instance that a time scale has been given, Ideal Design will not be responsible for any money lost to the client if the deadline is not met.
All correspondence and documents provided will be treated as confidential between the client and Ideal Design, unless both parties have granted consent.
Please note that this quotation does not extend beyond the ‘Summary of Works’ described in this document.
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