Please read these Terms & Conditions carefully, as they set out our and your legal rights and obligations in relation to our services.
1.1 In these Terms of Business:
"Business Day" means any week day, other than a bank or public holiday in England;
"Business Hours" means between [09:00] and [17:30] on a Business Day;
"Charges" means the charges specified in the Job description;
"Confidential Information" means:
(a) any information supplied by one party to the other party (whether supplied in writing, orally or otherwise) marked as "confidential", described as "confidential" or reasonably understood to be confidential; and
(b) the terms (but not the existence) of each Engagement (which information is confidential to each party);
"Customer" means the customer for Services under an Engagement as specified in the Specification;
"Customer Materials" means all works and materials provided by or on behalf of the Customer to Space Creative for use in the production of, or incorporation into, the Deliverables;
"Deliverables" means the deliverables as outlined in the Specification;
"Designer" means Space Creative, a limited business incorporated in England and Wales. Company reg no. 5025894, having its registered office at Equitable House, 55 Pellon Lane, Halifax HX1 5SP.
"Effective Date" means in relation to an Engagement, the date when Space Creative receives a copy of the Specification relating to that.
"Engagement" means a contract between Space Creative and the Customer for the supply of Services and the delivery of Deliverables incorporating these Terms of Business and a Specification, and any amendments to such a contract from time to time;
"Force Majeure Event" means an event, or a series of related events, that is outside the reasonable control of the party affected (including power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks, DDOS attacks and wars);
"Hourly Rate" means the Space Creative hourly labour rate (at £85) or as specified in the Specification;
"Intellectual Property Rights" means all intellectual property rights wherever in the world, whether registered or unregistered, including any application or right of application for such rights;
"Services" means the graphic and web design and development services supplied by Space Creative to the Customer under an Engagement, details of which are set out in the Specification.
"Specification" means the specification of services document issued by Space Creative to the Customer detailing the scope of the Services, Deliverables and other matters relating to an Engagement; and
"Term" means the term of an Engagement.
Each Engagement or Agreement will come into force on its Effective Date and will continue in force until the Services agreed in the Detailed Specification have been completed, upon which it will terminate automatically.
3.1 Space Creative will supply the Services to the Customer and deliver the Deliverables to the Customer in accordance with the terms of each Engagement or Agreement.
3.2 Space Creative may sub-contract the provision of the Services (without the prior written consent of the Customer)
3.3 Space Creative may suspend the provision of the Services and/or withhold the Deliverables without prior warning, if the Customer fails to pay by the due date (as outlined in the estimate/Agreement) any amount to Space Creative.
3.4 Space Creative will own the full copyright unless otherwise agreed.
3.5 Space Creative will invoice for all work done to date at monthly intervals.
3.6 Space Creative will charge for hosting from the moment the build of the website has begun, and the hosting is in use. This means that even if your website is not live, we will charge you yearly for the hosting, at the amount specified in the Engagement, unless specified otherwise.
3.7 Hosting as provided by Space Creative is subject to a fair use policy regarding bandwidth and disk space usage.
3.8 Subject to the other terms, we guarantee that (a) the server on which your website or service is hosted will be available (ie able to send and receive data) for 99.9% of the time for each calendar month and (b) the network (meaning the network equipment owned and managed by us or the data centres whose services we resell but excluding servers) will be available (ie able to send and receive data) for 100% of the time for each calendar month.
3.9 The above guarantee excludes downtime resulting from a Force Majeure Event, scheduled maintenance, actions or omissions by you or others authorised on your behalf; denial of service, hacking or other malicious activities; or networks or equipment not owned and managed by us or the data centres whose services we resell.
3.10 Space Creative can not be held responsible for any damages or loss of income caused by downtime or website malfunctions.
3.11 Any amends or changes to the Deliverables after a design has been approved will be chargeable. After a digital Deliverable has gone live, there is a 1 month grace period in which minor amends can be offered free of charge, at the discretion of Space Creative. After the 1 month period, every change (except bug fixes) will be chargeable.
4.1 The Customer will promptly provide to, or procure for, Space Creative any:
(a) co-operation, support and advice;
(b) designs, drawings, files, information and documentation;
(c) third party co-operation; and
(d) governmental, legal or regulatory licences, consents or permits; reasonably necessary to enable the Designer to discharge its obligations under any Engagement.
4.2 The Customer must provide feedback on preparatory design work promptly, and in any event in accordance with any timetable agreed between the parties.
4.3 The Customer grants to Space Creative a worldwide, royalty-free, non-exclusive licence to use the Customer Materials during the term of an Engagement solely for the purposes of that Engagement.
4.4 The Customer will pay hosting and domain invoices within 30 days of the invoice date. We reserve the right to take down a website if the invoice is not paid within this period.