1. DEFINITIONS
A) “Company” means Athena Web Designs Limited (Company Registration Number 07764523) whose registered office is 43 Dyer Street, Cirencester, Gloucestershire, GL7 2PP.
B) “Customer” means any person or organisation with whom the Company enters into an agreement as stated on an order form or invoice.
C) “Office” is 43 Dyer Street, Cirencester, Gloucestershire, GL7 2PP.
D) “Goods” means the products and/or services to be provided by the Company to the Customer as described on the order form or invoice and in accordance with these Terms and Conditions.
E) “Services” means the services to be provided by the Company to the Customer as described on the order form or invoice and in accordance with these Terms and Conditions.
F) “Signed-off” means that a Customer has agreed that they are happy with a product and/or service in part or full (as specified on the invoice). This is acknowledged through payment of an invoice and/or in writing to the Company.
2. CONDITIONS OF CONTRACT
A) No condition or stipulations, which are attached to the Customer’s order form or invoice, and which are inconsistent with these terms or which add to or modify them in any way, shall have any effect, unless expressly accepted in writing by a Director of the Company at the time of acknowledgement of each separate order. In the absence of such acceptance, the Customer shall be deemed to have withdrawn or waived their conditions or stipulations and to contract solely on these terms.
3. ORDERS
A) All orders must be in writing, either on an order form or invoice provided by the Company.
4. CANCELLATIONS
A) After acceptance, orders shall not be subject to cancellation or alteration, except with the agreement of the Company in writing.
B) Cancellation of orders for Goods especially made to a Customer’s specifications cannot be accepted.
C) Customers who do not wish to renew Goods are required to inform the Company in writing before the contract end date.
D) Charges will be applicable, for any agreed cancellations or alterations to cover the cost of the Company’s administration.
E) If at any point a Customer wishes to transfer Goods away from the Company all outstanding invoices must be settled in full beforehand. Please note that there may be an admin charge for transferring away. The Company is not responsible for transferring or reinstating Goods with new suppliers nor for any data loss that may occur as a result of these processes.
F) Customers that choose to move their Goods away from the Company will be responsible for ensuring that any software and licences (for example third party plugins) are renewed and updated. If applicable, Customers will also be responsible for transferring all licences to their ownership.
G) Once a contract has come to an end between the Company and the Customer, the Company reserves the right to remove Goods with immediate effect, this includes backups.
H) If a Customer chooses to end their contract early, the Company reserves the right to remove Goods with immediate effect, this includes backups.
5. INVOICING & PRICING
A) Agreed payment terms will be set out on the order form or invoice, unless otherwise agreed in writing by the Company.
B) If an invoice is issued to the Customer, the contract between the Company and the Customer commences once payment has been received. For any orders where Goods are supplied in advance of invoicing the contract commences from the order date, which is when the Customer confirms in writing that they would like to go ahead with a quote.
C) It is the Customer’s responsibility to cancel any standing orders or direct debit payments if they do not wish to renew any Services with the Company after the agreed contract period. If payments continue to be made after this time the Company will take this as acceptance of renewal for a further contract period. No refunds will be given if Customers fail to cancel their standing order or direct debit.
D) All invoices are to be paid on or before the payment due date. For renewals the Company issues invoices in advance of the renewal date.
E) If a Customer fails to make payment under these terms and those stated on the invoice, the contract between the Company and the Customer is deemed to have ended and therefore the Company reserves the right to remove Goods with immediate effect, this includes backups.
F) Once a contract has come to an end between the Company and the Customer, the Company reserves the right to remove Goods with immediate effect, this includes backups.
G) Once a contract with the Company has come to an end the Company reserves the right to review fees. However, if the cost of any products or services that are supplied by third parties to the Company increases the Company reserves the right to pass these costs onto the Customer, before the Customer’s agreed contract end date.
H) Once a sign-off invoice has been paid Customers acknowledge additional charges will incur if further changes to Goods are requested.
I) Customers acknowledge that any changes to the agreed brief will incur additional charges.
J) The Company will not schedule to make a website live until all outstanding payments have been paid for in full, unless otherwise agreed in writing by a Company Director.
K) The Company reserves the right to charge Customers for support that is required due to a third-party product or service.
L) Customers are responsible for informing the Company if their contact or invoice details change, including email addresses and telephone numbers.
M) If the cost of any products or services that are supplied to the Company by third parties increases before the Customer’s agreed contract end date the Company reserves the right to pass these costs onto the Customer.
6. OWNERSHIP
A) Any property and title to the Goods that have been produced by the Company including written content, designs and artwork belong to the Company, until such time as all sums that are owed for the Goods have been received from the Customer by the Company.
B) Any content on the website, including written content, designs and artwork is solely the responsibility of the Customer. It is the Customer’s responsibility to ensure that the content is accurate. Any content that breaches copyright and any other laws will also be the Customer’s responsibility.
C) The Company reserves the right to use design styles and methods in multiple applications for other Customers and for a variety of usage unless stipulated in writing by a Company director at the time when an order is placed.
D) Customers who sign-up for a template website acknowledge that the design and code may be re-used for other websites.
E) Some Goods provided by the Company will contain images or videos that have been purchased from a third-party. Unless otherwise specified this third-party is 123RF. Customers that use these materials agree to adhere to the terms and usage policies set out by 123RF.
F) Customers who order a logo design only have copyright over the final chosen design, the Company has the right to re-use any other designs elsewhere.
G) Customers agree that they will not re-use or re-distribute any of the training materials provided by the Company. They also acknowledge that the Company holds the copyright to these materials.
7. DATA
A) The Company should be made aware of any sensitive data when an order is placed. The Company cannot be held responsible for data theft or copying.
B) All domain names registered through the Company require personal data, such as the Customer’s name and address. This information will be disclosed and visible via the WHOIS database. It is the Customer’s responsibility to notify the Company if they do not wish for this information to be disclosed (additional charges may apply). Please note for .co.uk and some other domain names opting out is prohibited.
C) The Company may use the Customer’s products in their advertising materials, unless otherwise agreed between the Customer and a Company Director prior to an order.
8. PERFORMANCE
A) The Company shall use their best endeavours to provide Customers with general advice about their Goods.
B) It is the Customer’s responsibility to ensure that Goods are sufficient and suitable.
C) The Company cannot be held responsible for issues or errors caused by a lack of or as a result of product updates carried out by the Company, a Customer or a third party.
D) The Company cannot be held responsible if a product is affected by the introduction of new web browsers and/or any other advances in technology. Charges will apply if the Customer would like the Company to carry out additional work to rectify any issues identified as a result of this.
E) Before a website goes live, the Company will perform browser testing on the most recent releases of Microsoft Edge, Firefox, Opera and Safari and will not be held responsible for any problems encountered on older browsers or devices.
F) The Company will test HTML emails on a small selection of email clients and cannot be held responsible for any differences in design from one email client to the next.
G) It is the responsibility of the Customer to check for technical and visual errors on all Goods provided by the Company.
H) The Company cannot be held responsible for the failure of email setups on computer, phone or any other electrical devices. In addition, if software upgrades are required for emails to work as expected the Customer is responsible to pay for these.
I) The Company cannot be held responsible for delays in support or failure to provide a resolution to an issue that involves a third party service or product. This also applies to Customers who are on any kind of support package with the Company.
J) The Company uses third party applications to build Content Management Systems. Once a website goes live, the Company cannot be held responsible if any of these third parties increase the price of a product or service. If this occurs the Customer will be responsible for making any additional payments, if they fail to do so the product or service may be withdrawn from them. If a third party application stops working as expected or is no longer available the Company cannot be held responsible and will charge if an alternative solution is available and requested by the Customer.
K) The Company shall have the right to discontinue or substitute third party Goods. Where possible the Company will look to substitute Goods with ones that provide the same or similar results as the original Goods. There may be additional costs for any substitute Goods and any labour that is required to be carried out by the Company as a result of the substitution.
9. SECURITY
A) The Customer is solely responsible for determining the suitability of the Services in light of the nature of any data stored on the Services and for determining what steps are appropriate for maintaining security, protection and back-up. The Company has no obligation in relation to application security and/or the encryption of any data.
10. HOSTING
A) Customers that sign-up for a hosting package with the Company acknowledge that the Company uses a third party company for their hosting services. Furthermore, unless stated otherwise in writing on an order form or invoice, Customers acknowledge that their website will be placed on a shared server.
B) Any Customer who chooses not to have their website hosted by the Company’s chosen third party supplier is responsible for ensuring that their hosting package is suitable for any product that they purchase from the Company. The Company will not be held responsible for any further payments that may be required to upgrade or change the Customer’s hosting package.
C) Any Customer who opts to have their hosting through the Company is prohibited to upload pornography to the servers. This includes sexual content, or direct links to adult content elsewhere. This is also true for websites that promote any illegal activity or content that may be damaging to the servers that we use or any other server on the Internet. Links to such materials are also prohibited. The Company will be the sole arbiter as to what constitutes as a violation of this policy.
D) We do not allow the use of background-running programs, including, but not limited to, IRC bots, eggdrop, BitchX, XiRCON, warez sites and any other program that interferes with normal server operation. The Company will be the sole arbiter of what constitutes as a violation of this policy.
E) You must not use the Company’s Services for the sending of spam, flames, mail bombs, or unsolicited email messages. Your domain may not be referenced as originator, intermediary, or reply-to address in any of the above. This prohibition extends to the sending of unsolicited mass mailings from another service that in any way implicates websites hosted with the Company. A message is considered unsolicited if it is posted in violation of a newsgroup charter or if it is sent to a recipient who has not requested or invited the message. For purposes of this provision, merely making one’s email address accessible to the public will not constitute a request or invitation to receive messages. If you are found to have spammed we reserve the right to disable your account without warning. The Company reserves the right to determine what violates this policy. As such, any violation may result in cancellation of Goods without a refund.
F) The Company has the right to charge a Customer an additional fee if the Company feels that the Customer’s website is using up an excessive amount of bandwidth.
G) The Company is under no obligation to compensate Customers for downtime, whether the downtime be caused by the Customer, the Company, or the Company’s hosting environment.
H) The Company reserves the right to remove without warning any product that has been hacked, compromised or is deemed to be a threat to the server.
I) The Company cannot be held responsible for hacking and reserves the right to charge for time required to help resolve any issues caused as a result of hacking.
J) Any product updates advised by the Company are compulsory and will be automatically scheduled. A fee will incur for any updates that the Company carries out that fall outside of the agreed contract. The Company will need to access the admin area of their Customers’ websites to carry out these updates.
K) Any Customers who choose to arrange their own hosting will be responsible for ensuring that all product updates are carried out, unless otherwise arranged with the Company in writing.
L) The Company reserves the right to charge the Customer an additional fee for any work that they need to carry out due to advances in technology. For example, PHP updates on the server can cause incompatibility issues with websites.
11. DOMAINS
A) By placing an order for a domain name the Customer confirms that they have the right to use the name.
B) The Company may cancel the registration or suspend the delegation of the domain name in exceptional circumstances by notice in writing to you. Exceptional circumstances include: where to maintain the registration would put the Company in conflict with statutory obligation or the terms of a Court Order.
C) Requested domain names are not guaranteed. The company therefore advises clients to not advertise a domain name until they receive written confirmation that it has been secured by the Company.
D) The Company will issue an invoice for domain renewals around 90 days before the domain expiry date. If payment is not received within the payment terms set out on the invoice the domain will not be renewed.
12. MICROSOFT PRODUCTS
A) Customers who opt to sign-up to one of Microsoft’s products agree to abide by Microsoft’s terms and conditions.
B) The Company cannot be held responsible if Customers’ software or hardware does not meet the minimum requirements for Microsoft’s products.
C) The Company will issue an invoice for Microsoft products around 60 days before the renewal date. If payment is not received within the payment terms set out on the invoice the services will not be renewed.
D) The Company cannot be held responsible for any changes in Microsoft’s products or services.
13. WEBSITES
A) For website designs and builds the Company allows for 2 rounds of feedback at each stage of the project (e.g. design and build stages). Any additional feedback will be charged for at the Company’s standard hourly rate.
B) For ecommerce websites the Company will include basket, checkout and customer account pages within the quoted cost. However, if custom designs, layouts and functionality are requested by the customer for these areas they will need to be quoted for separately.
C) If the customer requires specific functionality for their website it is their responsibility to inform the Company prior to receiving a quote or proposal. Additional costs will apply for any functionality that was not agreed in writing as part of the quote for the work.
D) The Company will issue an invoice for any plugins that have been purchased by the Company on behalf of the customer around 60 days before the plugin’s renewal date. If payment is not received within the payment terms set out on the invoice the products will not be renewed.
E) The Company will issue an invoice for SSL renewals around 60 days before the SSL expiry date. If payment is not received within the payment terms set out on the invoice the domain will not be renewed.
F) If a Customer chooses to use a third party email provider the Company are not responsible for rectifying any email deliverability issues.
14. SEARCH ENGINE OPTIMISATION (SEO) AND GOOGLE ADS
A) SEO Customers give their permission for the Company to put links on their website to other company websites. This is to aid the service that the Company offers.
B) SEO Customers agree to allow the Company to give out their personal business details including contact name and details to other companies. This is to aid the service that the Company offers.
C) SEO Customers will not be allowed to change their key phrases until the agreed contract period has come to an end.
D) For Customers on any type of SEO package, the Company does not guarantee what position on Google’s (or any other search engines) search results pages a Customer’s website will appear.
E) Customers who sign-up for Google Ads management are not guaranteed exposure on Google 100% of the time.
F) Customers who sign-up for Google Ads management agree to abide by Google Ads’ terms and conditions.
15. WEBSITE MAINTENANCE
A) Customers who are on a monthly maintenance package agree to submit a work request to the Company at least 48 working hours before they wish for the work to be commenced. The Company cannot guarantee that work will be completed by the Customer’s preferred completion date.
B) Customers who are on a monthly maintenance package are not allowed to roll over any unused time to the next month. If a Customer exceeds their monthly-allocated time they will be charged at the Company’s standard hourly rate.
16. PRINT DESIGN
A) The Company allows for 2 rounds of feedback on all artwork. Any additional feedback will be charged for at the Company’s standard hourly rate.
B) Due to differences in equipment, paper, inks and other conditions between colour proofing and production runs it is hereby agreed and accepted by the Customer that a reasonable variation in colour between the proofs (whether digital or printed) and the completed job will be acceptable.
C) Print must be collected in person by the Customer from the Company’s Office; alternatively delivery can be arranged for an additional charge.
D) Any dates quoted for delivery of the Goods are indicative only. Delivery time will not be of the essence of the contract and the Company will not be liable for any loss or expenses sustained by the Customer arising from any delay in the delivery of the Goods.
E) If the Customer wrongfully fails to take delivery of the Goods, the Company shall be under no obligation to refund the price.
F) The Customer shall have the right to cancel an order for print products if they are found to be faulty providing that the Customer is deemed to have inspected the Goods as soon as reasonably practicable after delivery and in no case longer than 14 days after receipt.
17. LOSSES
A) While the Company will use its best endeavours to meet any stated delivery dates, time shall not be of the essence of the contract and the Company shall not be liable for any loss or damage whatsoever, resulting directly or indirectly from late completion.
B) The Company cannot be held responsible for any type of data or financial loss. This includes viruses, hacking, hardware failures, software failures and administrative errors.
C) The Company cannot be held responsible for the loss or damage of files or data during the transfer of a website from an existing host. It is the Customer’s responsibility to ensure that all files and data are backed-up.
D) Automatic data back-ups are carried out for all Customers on the Company’s shared hosting packages; however they come with no guarantee and are only held for a limited amount of time. If additional back-ups are required this can be arranged but will incur an additional charge. Customers who have hosting packages that are not with the Company are responsible for arranging their own back-ups with their hosting supplier. The Company advises that manual back-ups are also taken by Customers via their control panels for extra peace of mind.
E) Customers who have POP email accounts are responsible for taking back-ups of their emails on their devices, as they are not held on the server.
F) The Company reserves the right to charge the Customer if a back-up of Goods needs to be restored. Although the Company will use their best endeavours to restore back ups quickly, restoration time cannot be guaranteed.
The Company reserves the right to change these terms at any given time, please visit http://www.athenawebdesigns.co.uk/terms-and-conditions/ for our most up-to-date terms.
Any changes to the Company’s Terms and Conditions will be communicated to Customers by email with notice of 10 working days prior to implementation.