Terms and Conditions

BRIGHT SEA MEDIA LTD – WEB DEVELOPMENT CONTRACT AND TERMS AND CONDITIONS – 2019

1. Summary:

2. The Agreement Process

3. What We Will Do For You

4. Design Logistics And Technologies Used

5. Your Content

6. Content Limitations

7. Reviewing Your Development Site/Responsive Design


8. Content And Funtionality Checking

9. Changing Your Mind During Development

10. Domain Names

11. Hosting and Hosting Support

12. Technical Support

13. Continuity Of Service Conditions

14. Search Engine Optimisation (SEO)

15. Site Speed


16. Payment

17. Updating Your Website

18. Cancelling Your Website Agreement With Us


19. A WordPress Website – Who Owns What? 

20. Other Important Issues

21. Indemnification

22. Additional Terms and Information

23. Disclaimers

24. Legal Summary

1. Summary:

We’ll always do our best to fulfil your needs and meet your expectations, but it’s important to have things written down so that we both know what’s what, who should do what and when, and what will happen if something goes wrong.

2. The Agreement Process

Agreement of Design: Before we commence work on your site, we provide initial quotation in writing. We ask you to review this. There may be some adjustments depending on your needs, but the final output will be a mutually agreed final Specification and Quotation for your website which forms part of your Contract with us.

Final Quotation and Terms & Conditions: 
Once the final Specification and Quotation has been agreed, we will formalise things and ask you to agree your Specification and Quotation plus our Contract and Terms and Conditions (this document) via our PM system. You can sign electronically.

What do both parties agree to?

You: You have the authority to enter into this contract on behalf of yourself, your company or your organisation. You’ll give us the assets and information we tell you we need to complete the project. You’ll do this when we ask and provide it in the formats we ask for. You’ll review our work, provide feedback and approval in a timely manner too. You also agree to pay us for your work when you have signed off your website.
Us: We have the experience and ability to do everything we’ve agreed with you and we’ll do it all in a professional and timely manner. In addition, we’ll maintain the confidentiality of everything you give us.

3. What We Will Do For You


-Register a domain name with a domain name registrar (or point the name at our hosting provider if you have already bought a name)
-Set up appropriate hosting with third-party hosting provider
-Set up a Database with third-party hosting provider
-Set up WordPress
-Modify the WordPress coding so that your site functions as required
-Modify the theme’s CSS (code that controls the style) so that your site looks as you wish it to look
-Install any plugins required to make your website work properly
-Add your text content and images
We will add any optional extras included in your specification and quote and an SSL security certificate (Let’s Encrypt or similar).
If you request a blog, we will add a simple, standard, self-hosted WordPress.org blog (not to be confused with the advanced type of blog provided by the WordPress.com blogging platform).

Please note that we do not have any direct control over the services provided by third parties and set up on your behalf such as hosting providers or plugin developers. We simply use their services/products to create your site.

4. Design Logistics And Technologies Used


Development Site:
We will set up a private development site to create your site. Sometimes we may create your site on your actual domain.
Look And Feel And Functionality:
In our initial communications with you, we have provided examples of websites from our portfolio so you can see our house design styles and how various features such as galleries and blogs work. Your website will be built following the agreed page specification, functionality brief and design style guide outlined in your page Specification and Quotation.
Technology Used:
We develop self-hosted WordPress websites (wordpress.org). Note that self-hosted sites are different to the wordpress.com blogging platform where hosting is provided and much functionality is pre-built. Our starting point is a proprietary WordPress.org theme.
We use CSS, HTML and appropriate plugins along with the theme’s built-in functionality to create the design and functionality of your website. We do not undertake advanced coding adjustments of the theme’s core files or WordPress itself. A specialist developer is required for this type of work.

5. Your Content


Text Content: Unless agreed separately, you are responsible for providing the text content for your site, proof-read and complete so we can cut and paste it into the pages of your new website. We do not check the content of your text (although we will correct any typos if we see them). We can provide professional copywriting and editing services, so we can provide a separate estimate for that if needed.
Photographs and Graphics: You should supply photographs in a high-resolution digital format (jpgs). If you choose to buy stock photographs, we can suggest stock libraries. If you’d like us to search for photographs for you, we can provide a separate estimate for that. We do not provide digital art or graphic design services (although we can sometimes create simple logos and graphics and can provide a separate estimate for those).

6. Content Limitations


Copyright Clearance: 
It is your responsibility to make sure you have the right to reproduce the text and pictures supplied by you. You indemnify us against any liabilities due to breach of copyright caused by any material supplied by you.
Content Scope: You may only use your site and its associated e-mail addresses for lawful purposes and must not use them for unsolicited advertising by e-mail, pornography, other adult content, abuse, libel, inciting racial hatred, distributing pirated material or hacking. In addition, none of the following may be included in your website, linked to from your website or otherwise stored on Heart Internet or Clook servers:
Illegal Material: – This includes copyrighted works, commercial audio, video, or music files, and any material in violation of any Federal, State or Local regulation.
Adult Material: – Includes all pornography, erotic images, or otherwise lewd or obscene content. The designation of “adult material” is left entirely to the discretion of ourselves and Heart Internet or Clook.
Warez: – Includes pirated software, ROMS, emulators, phreaking, hacking, password cracking, IP spoofing, etc., and encrypting of any of the above. Please note: Breaking this rule will result in your site being immediately removed from the server and all money paid being forfeit.

7. Reviewing Your Development Site/Responsive Design


Reviewing Your Development Site: You’ll have plenty of opportunities to review our work and provide feedback. During the development period, we’ll have regular contact.

Web Development Standards And Responsive Design: All our sites comply with modern web design standards and are fully responsive which means that the page content will re-arrange itself for optimal viewing on various screen sizes. In practice this means that the various elements of a web page are rearranged to fit the screen size of the viewing device and if necessary, the main navigation menu is condensed into a modern ‘burger’ icon. It also means that your website will look slightly different from device to device, screen size to screen size. This is normal.

Design Lead:
 All our websites are designed to run full screen on a PC (or Mac), desktop or standard laptop. The PC (or Mac) version is always the lead version of a site. We ask that you use a PC (or Mac) to review your development site. Cosmetic layout change requests can only be considered if based on a review using a PC or Mac computer.

The Review Process: 
From time to time we will send you links to review. You need to use a PC or Mac to review the development site. Since all our sites are designed to run on modern combinations of Computer/Operating Systems/Browser, your viewing configuration must also comply with modern web design standards. In practice, this means you need a modern computer and browser combination.

You may also use older computers and browsers and usually the site will run perfectly. But if you use an old Computer/Operating Systems/Browser, you may well encounter display or functionality issues because your viewing configuration does not support modern website design standards. We only design to current standards and cannot make adjustment for local archaic viewing arrangements or any other local condition which affects the display of your website.

Our Browser Testing: 
We test our work in current versions of major desktop browsers including those made by Apple (Safari), Google (Chrome), Microsoft (Edge) and Mozilla Firefox. We won’t test in other older browsers unless we agreed separately prior to the design of your site. We will also ask you to test on the browsers above and report any bugs or glitches so we can re-create and fix for you.

Reviewing Your Site On Alternative Screen Sizes:
 Testing using popular smaller screen devices is essential in ensuring that a person’s experience of a design is appropriate to the capabilities of the device they’re using. There are now many ways to view a website and mobile browsing using mobile phones or tablets is increasingly popular. Your website’s theme comes with a pre-designed mobile version. This allows your site to adapt to optimum display on various screen sizes (responsive design).

We will ask you to review your site on as many mobile devices as you can and report back if there are any display issues. We will do our best to fix, but if it is an old or obscure device, it may not be possible.

Our Mobile Browser Testing: 
We test our designs in:
iOS: Safari, Google Chrome
Android: Google Chrome on Android Emulator.
We won’t test in Blackberry, Opera Mini/Mobile, specific Android devices, Windows or other mobile browsers unless we agreed separately. If you need us to test using these, we can provide a separate estimate for that.

Customisation Of Mobile Versions Of Your Site: 
Your website’s mobile version is the version that is packaged with your WordPress theme. Unless specifically stated, none of our web design packages include bespoke customisation of a mobile version of your site or development of a mobile app. Customisations of the mobile version may or may not be possible, and where customisations are possible, this will be regarded as extra chargeable time as mobile customisations are not included in your estimate. In fact we do not recommend making any changes to the mobile version that comes packaged with your theme as this can affect forward compatibility.

8. Content And Functionality Checking

Checking the completeness and accuracy of your content is your responsibility. We require that you check that content on each of your pages is complete and accurate.
In addition, we expect you to check that each part of your site is working to your satisfaction and that any internal and external links that you have provided go where you expect.
Once you are happy with the content and functionality, we will launch your website.

9. Changing Your Mind During Development

Change Requests:
It is not uncommon for extra functionality, pages or design changes to be requested during the development phase. Any deviations from the quoted specification that you initially agreed may incur extra cost. We will always point out change requests are beyond the scope of the original quotation, and we will provide you with an additional estimate for the extra work.

Termination During The Development Phase: 
If, at any stage during the development process, you change your mind about what you want to be delivered or are not happy with the direction our work is taking you’ll pay us in full for the time we’ve spent working with you until that point and terminate this contract. It is important that you inform us of your concerns as soon as possible so we can rectify the problem or stop work. If you wait until website completion before identifying a concern, full payment is required still.

10. Domain Names

Domain Name Registration: If you ask us to register a domain name for you, we will register it in your name (not ours). In doing this, we are acting as your agent with the appropriate Naming Authority. The contract of registration is between you and them and is subject to their terms and conditions.

Renewal Registration:
 is for one year unless otherwise agreed. If you register your own domain name, it is your responsibility to make sure the registration is renewed so please keep a note of the date and make sure the registration authority know of any change in your contact details. If we register the name for you, we will take care of renewals.

Moving domain names: 
On request, we will retag your domain name away from our server free of charge provided all outstanding fees to us have been paid.

11. Hosting and Hosting Support


Shared Hosting: We are not a web hosting company but, on your behalf, we set up ‘shared’, database standard hosting for your site with one of our preferred hosting providers. In common with most hosts, they offer 99.9% uptime on our servers measured annually.

Hosting Support: 
As with all hosting companies, there may of course be times when the server will not be available, this can be scheduled or unscheduled. There may be very rare occasions when the server is unavailable for extended periods of time (perhaps a number of hours).
If something goes wrong with your hosting, we contact the hosting provider on your behalf and report back on how they are resolving the issue.
You indemnify us against any liabilities or losses to you or your business due to your website’s hosting provider being unable to provide reliable hosting for any reason.

Hosting Service Providers: 
We currently purchase our hosting services from Heart Internet or Clook. Should we become dissatisfied with Heart Internet or Clook, we reserve the right to find a suitable alternative. Such a change of provider would not change your URL.

Webspace And Bandwidth: 
At the outset of your project, we allocate your site a hosting package which we believe with be sufficient for normal usage. The package includes a set amount of webspace and bandwidth.

Excessive Webspace And Bandwidth Usage: 
If your site exceeds the standard amount of webspace and/or bandwidth allocated to your site, we reserve the right to move your site to a higher level hosting package to increase your hosting fees accordingly. We will advise you before doing this, so you can make adjustments to your site if necessary.
We reserve the right to suspend any site whose bandwidth requirements are so enormous that they are monopolising the available resources. This is extremely unlikely and is only carried out in extreme circumstances.

Hosting Fees: 
Website hosting fees are payable annually in advance. The web hosting charges for year one are included in our initial design package. For subsequent years, the yearly renewal hosting renewal fee is payable annually in advance and is included in our yearly renewal fee invoice, along with technical support. Failure to pay your renewal fee on time may result in your site being removed from the server.

Access 
TYour Hosting Control Panel And Web Space:
Since your site will on our server space along with other sites that we host, for security reasons we cannot provide access as standard. If you think you need access for whatever reason, please contact us to discuss.

12. Technical Support

Technical Support: Your annual management fee includes hosting and technical support. Technical support includes updates for latest versions of software for your website as and when required and ensuring both no loss in functionality and the new versions do work together. Not all updates are critical, and we only implement critical updates. Support is invalidated if any structural changes are made to your site by you or your representative. Support is also invalidated if you or your representative make any software or plugin updates.

13. Continuity Of Service Conditions


Continuity Of Service (Website Functionality And Third-Party Plugins): When a site is first set up, all the core software and plugin components work harmoniously together. Very occasionally, as the various providers (theme and plugins) release new versions of their software, parts of the site can get out of sync and this can result in display errors.
It is your responsibly, as website owner to check your site from time to time (we recommend at least once a week) and to report any issues to us which we investigate and fix where possible (or restore from a previous backup) as part of our support for your site.
Sometimes a software update can have unseen consequences which only become apparent when particular actions are performed on the site, many days or weeks after the software has been updated. There is no way we can anticipate these in advance.

Continuity of Service (e.g. Hosting, Email, Statistics): 
Normally, services provided by a third-party such as hosting, email and site statistics run smoothly. However, we cannot guarantee a 100% continuous service for third-party services such as web hosting, e-mail or site statistics and are not liable for any problems or losses arising directly or indirectly from the failure of these services.
We are not liable for any problems or losses arising directly or indirectly from the failure of your website for any technical reason.

Malware and Virus attack support: It is a sad fact that there are malign operators on the World Wide Web including hackers who spread malware (viruses that can attack and takeover your site). Such attacks are beyond our control and therefore are not covered by our normal  technical support service.

Your site will be better protected than most (including things like use of reliable hosting, use of secure passwords, use of SSL certificates, a plugin that locks out hackers to try to get in via your login area and your support includes security software updates as an when needed).

However, no website in the world is 100% secure. We have about 250 website on our books, and perhaps 1 per year are attacked. If it happens, our Malware and Virus attack support covers restoring the last viable and ‘clean’ backup available. Once done, we will review the WordPress installation and check that there are no ‘back doors’ where the hackers can get in. This usually solves the problem.

In rare cases, the above procedure will not solve the problem. It could be that the hackers have injected some time related virus which means that it is present in the backups too. If this is the case, the only option available is to ‘cleanse’ the site using one of the specialist cleansing services available on the web. We usually use a service called SECURI. The charge for using the SECURI cleansing service is currently approximately £250. We will ask you if you wish us to use SECURI, and if you agree, the charge for the service will be passed on to you. SECURI also includes advanced security measures such as firewalls which will protect your site for one year. If you wish, you can renew the SECURI service each year. This will be added to your yearly renewal invoice.

If your site is old (more than three years old), we may recommend that your site is re-built instead of cleansing using the SECURI service, using a more modern theme. The cost of the re-build will be similar to SECURI cleansing (but it depends on the size of your a site). Modern themes will be less vulnerable to attacks as they will be build to the very latest design and security standards. We can normally reuse your current content.

If you are a business where your website is core to your sales strategy, we recommend that you sign up for SERCURI services anyway as this will give a high level of protection to your website, helping ensure on-going continuity of service.

14. Search Engine Optimisation (SEO)

Traffic Expectations: We cannot guarantee any improvement to a search engine ranking, nor can we promise to get a site higher up or to the ‘top of Google’, but we build every site in a way that is accessible to search engines in an effort to increase its chances.

Ultimately, it is the actual content of your site (i.e. the amount of text content), coupled with other external factors such as its age, the number of competitors, the breadth of the search, visibility on social media and inward links that determines a site’s position in the Search Engine Results Pages. It often takes time, hard work and sometimes financial input to climb the rankings.

Ecommerce expectations
: If you have any sort of ecommerce system on your website (ranging from simple ‘PayPal buy now’ buttons to fully featured shopping carts), we cannot guarantee that you will sell any items for sale. A selling facility will not pull in visitors in itself. You will need to market your site using traditional internet marketing methods such as social media advertising, Google Adwords and organic growth of your site (adding new, relevant content regularly). We can advise on what you should do, but it is your responsibility to implement our suggestions.

We are not an Internet Marketing company, and should you require such advanced services, you should consult and experienced Internet Marketing specialist prior to asking us to design your website.

15. Site Speed

We use good quality hosting and premium themes and plugins which assist the speedy download of a web page. As a result, our sites are set up to perform well.
However, other factors out of our control that can affect page download speed such as IP provider speed, browser performance and computer performance.
WordPress has many advantages which is why it is one of the most popular web development platforms around. The WordPress platform is built in PHP language. PHP files will usually take more execution time than static HTML files. Each page of a dynamic website is generated from information stored in a database or external file. So it will take more time to load compared to a site which is built completely using HTML. Pages with large images or a lot of smaller images may take longer to load than a normal text page.
There are advanced methods of speeding up WordPress page loads. These are not included as standard. We can give you an estimate if you require this service.
However, whatever the methods used, any WordPress website is not going to the speediest of sites due to the multi-layered nature development platform. If speed is really important to you, you should consider a site developed in HTML or similar.

16. Payment

Payment for Design Services: Payments for design services are normally due when your site is launched. On completion, we will ask you to sign off your site (content and functionality). Once signed off, we will transfer your site to your domain name. We will also send you some launch notes, self-editing instructions (if applicable) and our final Invoice. Payment is due immediately. In the case of very complex sites, stage payments may be agreed in advance.

17. Updating Your Website

From time to time, you may need to update your website. There are two types of updates – content and structural.

Content
 updates definitionAny changes to the text on your website or image changes. This can include blog posts and updating your current image galleries.

If you have a self-editable website, you will be able to undertake such updates yourself. Note that we will ask you to self-certify that you do have a reason degree of computing skills to handle the WordPress editor.
If you do not have a self-editable website, or find you do not have the technical skills required to edit your site, we provide a paid-for maintenance service.

Structural updates definition
Any changes to the structure of the site such as new pages, new galleries or new functionality. Structural updates also include plugins updates, core software updates, theme updates. Such updates can only be performed by us as we know what to do without causing problems elsewhere. If you require any structural updates, we will be pleased to provide an estimate for the work. Note that any critical core WordPress software updates or critical plugin updates are included in your yearly support fee.

We cannot move forward with any website where such structural updates resulting in problems have been undertaken by the website owner or the website owner’s representative without our permission. In such circumstances, we may be able to restore a backup only.

18. Cancelling Your Website Agreement With Us


Cancellation: Web hosting and e-mail services are payable one year in advance. No refunds are given if you decide to cancel your website.

Process: 
When you receive your annual renewal invoice, email contact us if you wish to cancel your website. We will then cancel your invoice and also cancel your hosting and domain (if you have a domain registered with us).

Ownership 
OThe Site: Your site belongs to you once you have paid all our design fees and you may move it to another server if you wish. However you do not own the copyright on our design, or on any pictures or photos supplied by us or on any premium software used to run your site (themes and plugins). We also cannot guarantee that any scripting and other software we use will run on your new server.

Transfer 
AwayIf you ever want to move your site away, we will provide you with a Backup Buddy backup of your site of the site so that you can take it to another designer (who needs to be familiar with WordPress). You may need to purchase your own copy of Backup Buddy to enable transfer.

We offer no support for setting up your website on another server, nor do we do not guarantee that your site will work when installed on another server (due to unforeseen incompatibilities).

Under rare circumstances we may set up a personal control panel to allow access (we will supply the appropriate username and password). There will be a fee for set up. The sole purpose of this is so you or your new designer can take a copy of your existing site for transfer away.

Once we provide the Login codes, under no circumstances must you or your designer undertake any development work using webspace on our server and our facilities. Access is to allow transfer of the site away only, and for no other purposes such as set up subdomains or set up of a new WordPress installation. Using our web space for your own purposes may be contrary to our legal agreements with our hosting providers and is not permitted. We allow 7 days for you to transfer your site away but if any work is being done on our webspace that is contrary to these terms, we reserve the right to terminate access to your account immediately. In such circumstances, we will provide you with a Backup Buddy backup of your site as it currently stands so that you can install it on your preferred host. You may need to purchase Backup Buddy to enable this method of transfer.
From this point where we provide the Login codes for your control panel, all support is discontinued.

This includes:
-hosting issues relating to your site
-technical issues relating to your site
-content editing issues relating to your site
-WordPress backups of your site
-WordPress updates and plugin updates as appropriate

Support is invalidated as from issue of logins because we no longer know if any potential issues arising have been introduced by you or your designer. No refunds are given.

Premium 
Themes And Plugins: We always use a high quality, premium WordPress theme and often several premium plugins. We pay a yearly subscription to the theme/plugin provider for the licence use to their software your site. This fee is incorporated into your renewal fee. If you decide to move the site away from us, your theme should continue to work but unless you open your own account with the theme provider, you will not be eligible for any theme updates which help make your site secure. The same applies to any premium plugins used on your site. If you decide to transfer your site away, we also reserve the right to remove some premium plugins if they are not suitable for use on a site that we do not manage ourselves. In most cases, you should be able to source non-premium substitutes.

19. A WordPress Website – 
Who Owns What? 

Your WordPress website will consist of:

Your domain name 
– you rent it from a registrar usually on an annual basis – it is not yours but it is registered in your name and you have the right to use it on an annual basis providing the fees are renewed.
Hosting
 – space rented on a third-party hosting server on an annual basis. Hosting set up with a third-party hosting provider on your behalf. We do not sell hosting space as a separate service. Hosting is part of our overall web design and support package and the hosting renewal fee is included in your website’s yearly renewal fee.
A database – also ‘rented’ from the third-party hosting provider.
Images on your site – if you provide them, you own them (please make sure you have copyright of all images provided). If we buy any images from a photo library for use your site, we buy them on your behalf and you have the right to use them.
Text on your site – you own all text on your site (please make sure you have copyright of all text provided).
The WordPress.org framework – open source software – nobody owns it – your site simply uses it.
A WordPress theme – bought by us for use on your site. You do not own the rights to pass on your theme to any other web developers. If you decide to transfer your site away, your theme will continue to work but security updates will not be available to you from us. You will need to set up an account with the theme provider so that you can access their support and updates.
Bespoke coding and CSS modifications to WordPress theme and specific to your site – created by us to make your site work, but you own them. We own the rights to any bespoke coding which means that you cannot pass the coding on to another web designer without permission from us.
WordPress plugins – bits of software that allow special functionality on your site (e.g. gallery plugins). These are either open source (nobody owns them) or commercial plugins (paid-for) that have been bought specifically for your site (you have the right to use them but not to pass on to any other web developer). Any subscription plugins that we pay for will need to be replaced by your new provider if you decide to transfer your site away. i.e. contact forms, gallery plugins etc.

21. Other Important Issues

Data Protection: We request basic contact details for our own use so we can keep in touch with you. Your details are stored on a secure computer. We will never sell or share your details. If you decide not to renew your website, we will remove all your details from our database.

Newsletter Sign Up: 
When you first become a client, we will add you to our newsletter mailing list. We send out newsletters
two or three times a year. You can unsubscribe at any time (but please be aware that these newsletters often contain important information that may affect your site our own holiday information and date when our office is closed.

Consultancy And Advice: 
Our consultancy service and general advice is, by its nature, subjective. It is up to you whether you decide to follow our ideas and suggestions. We cannot guarantee that any of those ideas and suggestions will increase traffic to your site, improve your ratings with search engines or boost sales.

Owner Responsibilities Once A Site Is Launched: 
We have over 200 clients and cannot monitor the daily performance of every single site. As a website owner, we expect you to view your site at least once a week. If you notice any display issues, please contact us as soon as possible so we can investigate and, if necessary, fix for you. Please be aware that a display issue may not be the fault of the website though. Often hosting servers, browsers, aging computers or poor IP links can be the cause of the problem.

Our Social Media Campaigns: 
You are welcome to ‘opt in’ to our free social media marketing campaigns to promote your work. Any social media promotion will benefit your marketing efforts, especially if you are already involved in social media. However, we do not guarantee that our efforts will result in more visitors and/or sales of your work.

Displaying Our Work: 
We love to show off our work, so we reserve the right to display all aspects of our creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in magazine articles and in books, unless you advise otherwise.
We will also include a discrete link in the footer of your website to our portfolio site, unless you request otherwise. Note that if you wish to participate in our social media marketing programme, a link is a requirement.

Our Employment Status: 
We Are An Independent Limited Company. We are not your employee. Although you will provide general direction on the design and content of the site, we will determine the manner and ways in which we will create the design for you and the hours that we work.
Normal working hours are Monday to Friday. This can vary. Generally we do not work evenings weekends, and if on occasions we do, you should not consider this the norm.

Holidays
From time to time, Bright Sea Media Ltd will close for staff holidays (maximum of eight weeks per year). During these periods no development or update work will be undertaken. Please look out for emails/newsletters advising when holiday periods are due.

We do offer an emergency service during such periods. For example, in the unlikely event that your website is down for an extended period of time (more than 48 hours), you must send us an advisory email to studiowebsites@googlemail.com and we will investigate the causes and do our best to restore your site as soon as possible.

20. 
Indemnification

Indemnification: You agree that you will defend, indemnify, save and hold ourselves and Heart Internet or Clook (or any replacement hosting service provider) harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against ourselves, Heart Internet or Clook (or any replacement service provider), its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by you, your agents, employees or assigns. You agree to defend, indemnify and hold harmless ourselves and Heart Internet or Clook (or any replacement service provider) against liabilities arising out of;
-any injury to person or property caused by any products sold or otherwise distributed in connection with Heart Internet or Clook (or any replacement service provider’s) server
-any material supplied by you infringing or allegedly infringing on the proprietary rights of a third party;
-copyright infringement and any defective products sold to customer from Heart Internet or Clook (or any replacement service provider’s) server.
Limitation of Liability: The limit of our liability to you will be the greater of £200 or the cost of our services as charged to you in the last three years.
Legal area: In the event of a dispute, this agreement is subject to English Law
Variations To Terms And Conditions: If you are not happy with these terms and conditions, we are open to negotiation on specific items. Please contact us.
Changes To Terms And Conditions: Unless restricted by prior agreement with you, we reserve the right to change these terms and conditions at any time. No changes will apply to you unless we have notified you of them in advance, at which point you have the right to cancel if you are not in agreement with them.

22. Additional Terms and Information


We promise you:
Our work will be original and will not be copied from any other work.
We promise that we’ll hold and maintain in strict confidence any confidential information that you provide us with for inclusion on your website.

You promise us:

Pay Us For Our Work. On completion of your project, you must pay us the total sum stated in our Estimate plus the cost of any additional agreed Out of Scope* changes, and third-party licences (i.e. stock photos).
*Previous examples of significant Out of Scope changes at the request of a Client include:
-Designing a new layout or layer structure to accommodate a substantial redesign
-Re-arranging page templates
-Changing colour schemes
-Changing theme mid-way through a design
-Recreating or significantly modifying the logo and or graphics previously created by us
-Replacing more than 50% of the text to any given page
-Creating a new navigation structure or changing the header graphic
-Adding additional pages or functionality
-Requesting additional proofs or mock-ups
-Any additional work not included in our estimate

Additional time charges will apply incorporate Out of Scope changes.

You Own Rights To Your Content
. You promise that you own the rights to use the content you provide us with for your site – i.e. it has not been copied from another site.

Payment 
Will BMade According To Payment Methods. You are responsible for paying any additional transactional costs for making the payment as charged by your bank or other payment service provider.

Additional Considerations
 That Apply To Both Of Us

You understand and agree that until you pay us in full, we own full rights to the design and website.
We understand and agree that after you pay us in full, you will own rights to the design that you approve and the website we create for you (see Who Owns What).
You understand and agree that we own any preliminary designs and can re-use any that you reject. You will receive rights for the final website only.
You agree that we can use your website as an exam of our work to market our business, unless you specifically say otherwise.
If you want to participate in our social media marketing programme, you must agree to a small credit and link to our website in the footer region of your site.
We agree that after you pay us in full, you (or your agent) may make any changes or additions to the website we create for you without further payment to us. However, you must also agree that any changes made by you or your agent to your website means that we can no-longer offer full support. This includes structural changes, plugin additions or changes to the core WordPress files.
You agree that if you ask us to make Structural Updates to your website after launch, a separate estimate will be provided and agreed.
If the work includes the design of a logo, we give you the full rights to use the logo design in all media without restriction.

23. Disclaimers

Bright Sea Media Ltd will always do its best to ensure that your site runs smoothly and will be fix any issues that may occur within the terms of this contract.
We do not guarantee that the site will meet your expectations of site traffic or resulting business or that the operation of the web pages will be uninterrupted and / or error-free. We will not be held responsible for occasional downtime of your email or website due to line interruptions and/or other instances beyond our control such as third-party hosting outages.

Under no circumstances will Bright Sea Media Ltd be held responsible or liable for financial or other loss or damage caused by the failure or use or misuse of the website created for you, any loss of data on your site for whatever reason, any compromise of data integrity on your site for whatever reason, or any backup failure, or any hosting failure. If you are concerned about downtime or the protection of your data, you must make your own contingency arrangements with specialist third-party providers or otherwise (at your own cost). We strongly recommend this if you are a commercial client and your website is core to your business.

24. Legal Summary

By commissioning us to design your website, you and we agree to all of the terms in this document.
We’ll carry out our work in accordance with good industry practice and at the standard expected from a suitably qualified person with relevant experience.
That said, we can’t guarantee that our work will be error-free and so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.
Your liability to us will also be limited to the amount of fees payable under this contract and you won’t be liable to us or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if we’ve advised you of them.
Finally, if any provision of this contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions.

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