Created by Gross & Co Solicitors, 84 Guildhall Street, Bury St Edmunds, Suffolk, IP33 1LN

 

TERMS AND CONDITIONS

For the purpose of these terms and conditions, CAT Partnership is represented by Fat Cat Design UK and Cat Media.

WEBSITE & DESIGN SERVICES

1.                    We provide the following services:-

(a)      Design of websites (“Design Service”), either using your text (to be provided by you in digital form) or writing text on your behalf, which includes graphical, technical and navigational design of the website and installation of the website on the domain name(s) specified in your contract with us; and/or

(b)   Development of websites which will interact with the web browser (“Development Service”), either using your text or writing text on your behalf, which includes graphical, technical and navigational development of the website, installation of the website on the domain name(s) specified in your contract with us, and debugging support for a period of [30] days after the website is installed on your domain name(s) on the internet; and/or

(c)    Off site support for your website (“Support Service”), by email (support@catpartnership.com), with an initial response time of no more than 1 working day (9.00 am to 5.00 pm) and with the aim of resolving any problem as soon as practically possible thereafter; and/or

(d)   Online advertising service using Pay per Click (“Advertising Service”), which includes researching your competitors, writing Adwords text and reporting to you every month; and/or

(e)    A hosting service for your website with a reputable web-server selected by us (“Hosting Service”); and/or

(f)    Domain name registration.

(g)   Design of printed items, creating new artwork, either using your text (to be provided by you) or writing text on your behalf, and/or using/incorporating licensed imagery sourced by us on your behalf, and/or using/incorporating imagery provided by you.

2.                    Once we receive your specification then we will provide you with a quotation for the work which will remain open for acceptance for a period of [30] days after issue.  We may make an extra charge for any additional work required as a result of any change by you to the specification.  We will endeavour to agree the extra charge with you, but if agreement cannot be reached, then we may reject the change and adhere to the initial specification.  If you are using our Design Service, once you approve our mock up any subsequent changes will incur further charges.

3.                    If you use our Advertising Service, we will seek to maximize the number of people who find you on the web, at the lowest possible cost, but we cannot guarantee any minimum level of income for your business.

4.                    You shall pay [half] our fee for our Design Service and/or Development Service before work commences and the balance on completion of our work, before your website is installed on your domain name(s) on the internet.  This fee will include our Support Service.  You shall pay monthly in advance for our Advertising Service in cleared funds before the end of the previous month.  If we agree that you pay monthly by standing order for any of our services, you shall pay in advance by the 4th working day of every month.  All prices will be set out in our quotation and are exclusive of VAT which shall be charged in addition.

5.                    With our quotation we shall provide you with an estimated date for completion of our Design Service and/or Development Service work.  We shall endeavour to complete the work by the estimated date and you will promptly provide whatever assistance we may reasonably require to do so.  You will not, however, be entitled to terminate the contract and reclaim any fee paid unless and until (through no fault of yours) a period of 3 months has expired from the estimated date without the work being completed. If you cause progress of the project to extend more than 2 months beyond the expected development time scale, re-negotiation of the agreed price may be necessary.

6.                    If you provide the text then you shall not include any material that is in breach of criminal or civil law and (in particular but without limitation) is obscene, infringes third party intellectual property rights or the Data Protection Act, or is defamatory.  Examples of unacceptable material are IRC Bots, Warex sites, pirated software, hate sites and hack programs and archives.    We warrant that our Design Service and/or Development Service work will not be in breach of criminal or civil law and (in particular but without limitation) will not be obscene, infringe third party intellectual property rights or the Data Protection Act, or be defamatory. 

7.                    Any copyright or other intellectual property rights in our Design Service and/or Development Service work (including source code) shall belong to us and you shall have an indefinite royalty free licence to use it for your own purposes only on the domain name(s) specified in your contract with us and artwork for printed items. You shall not disclose the source code to any third party (other than to your current service provider subject to the same duty of confidentiality) and shall not use it for any ulterior purpose. We will not use the same design as your website or printed items artwork, for any other client without your prior written consent.

8.                    You may make changes to the content of your website, provided you have obtained our consent, which will not be unreasonably withheld or delayed if you are using a competent web designer or programmer.  We cannot, however, accept any liability for the consequences of any changes that are not made by us.

9.                    We shall ensure that the website complies with current WC3 standards where possible, but:-

(a)    We cannot guarantee that the website will be immune to virus or hacking attacks and we accept no liability for the consequences of such attacks.

(b)   We accept no liability for any security problems with any web-server nor for any other problem with your website that is beyond our reasonable control.

10.                 In order to support your website both during the debugging period and thereafter you shall allow us access to it at all times and allow us to make any modifications that are necessary for your website to comply with these terms and conditions.

 WEBSITE HOSTING

11.                 Your website shall not exceed the size specified in your selected hosting plan.

12.                 You will be allocated a monthly bandwidth allowance, which varies depending on the hosting package you purchase from us.  If you  allow your account to exceed this allowance, we may (at our option):-

(a)      Suspend your account until the start of the next allocation month;

(b)     Suspend your account until you purchase more bandwidth;

(c)      Suspend your account until you upgrade to a higher level of package;

(d)     Terminate the account; and/or

(e)      Charge you an additional fee for the overages.

Unused monthly bandwidth allowance shall not be carried over to the next month.

13.                 You shall not:-

(a)      Use 25% or more of the system resources for longer than 90 seconds.  There are numerous activities that could cause such problems, including CGI scripts, FTP PHP HTTP, etc;

(b)     Run any type of interactive real-time chat applications that require server resources, other than remotely hosted services;

(c)      Run stand-alone, unattended server-side processes including any daemons, such as IRCD;

(d)     Run any software that interfaces with IRC (Internet Relay Chat) network; or

(e)      Run any gaming servers such as counter-strike, half-life, battlefield1492, etc.

14.                 You shall not send unsolicited email or spam.  You may only bulk email with the Contract Hosting package and if agreed and arranged by us prior to sending.  ‘Safe lists’ and ‘double optin’ will be treated as spam. 

15.                 Unless and to the extent that we have provided a Design Service and/or Development Service, you shall be responsible for the contents of your website which shall not include any material that is in breach of criminal or civil law and (in particular but without limitation) is obscene, infringes third party intellectual property rights or the Data Protection Act, is defamatory or contains any virus.

16.                 We may terminate the website hosting contract and close your website if you are in breach of any of your obligations under Clauses 13 to 15 without paying any refund and you shall reimburse us for any time or expense incurred in cleaning up.

17.                 We shall not be liable for the consequences of any dealings that you may have in using our Hosting Service with third parties

18.                 You shall use our Hosting Service at your sole risk and shall be responsible for transfer of files and data and maintenance of all appropriate backups of files and data.

19.                Any outstanding balance owed on your hosting account upon termination of the account shall be paid in full before access is given to files for download/copying/transfer or otherwise.

DOMAIN NAME REGISTRATION

20.                 You shall provide us with a list of prospective domain names, (which shall not be obscene, defamatory, an infringement of any third party intellectual property rights or otherwise unlawful) in order of preference together with our current fee in advance.  We may object to any of your names.

21.                 We shall endeavour to register a domain name for you in accordance with your order of preference with Nominet UK and you shall comply with Nominet UK ’s terms and conditions which can be seen at enom.com

22.                 Your fee shall only be refundable if none of your names is available.

23.                 You shall seek a domain name for your own business or personal use and not for the purpose of cyber squatting or any other illegitimate purpose.

24.                 Your domain name registration shall be valid for a period of two years from first registration and we shall continue to renew your registration and charge you unless you give us at least 30 days’ notice before a renewal date that you do not wish to renew . 

GENERAL

25.                 You shall provide us with an email address which is not @ the domain(s) we are providing any of our services on.  If you wish to use the email service provided with your account and have an internal mail server, please specify this upon registration.

26.                 You shall ensure that all text and other information supplied by you to us is correct and free of typographical errors and we shall not be responsible for checking or correcting it or for the consequences of any error that you may make.

27.                 You shall indemnify us against all actions, proceedings, liabilities, claims, damages, costs and expenses in relation to or arising out of any breach by you of these terms and conditions.

28.                 We shall provide our services with reasonable care and skill and within a reasonable period.   In particular, we shall ensure that the appearance and interaction of your website complies with any specification that we have agreed with you.  If we fail to do so then (at our option) we shall either rectify any error or refund your fee.  We shall not be responsible for the consequences of any event or occurrence outside our reasonable control, nor for any loss of profit or other consequential loss that you may suffer through our fault or negligence or for any other reason whatsoever.  We cannot guarantee to meet any particular deadlines.  We cannot guarantee that your website will achieve any particular purpose or generate any business.

29.                 We may terminate our Support Service, Advertising Service or Hosting Service at any time mid term, but (unless termination is by reason of your breach of contract with us) we will refund your fee pro rata to the unexpired period of the term.  You may terminate our Support Service, Advertising Service or Hosting Service at any time by giving us not less than 3 months’ prior notice expiring no earlier than 6 months after the service begins.  Unless we have been in serious breach of our contract with you, you shall not be entitled to any refund of any payment made in advance.

30.                 Each of us shall keep confidential and not use for any ulterior purpose any confidential information that we may acquire about the other’s business as a result of any work that we do for you.

31.                 You shall not employ or engage directly any of our employees or consultants who help to provide our services to you for a period of 2 years after their work is completed.

32.                 We may suspend or terminate our services if payments are late without prejudice to any claim that we may have against you for breach of contract. Any payment that is due but unpaid shall bear interest at a rate of [2]% per month from the due date until the date of payment. Payment for the SEO and Bespoke Hosting plans shall be paid in advance by standing order only on the first of each month. If payment for an SEO or Bespoke Hosting plan is not received by us before the 5th day of any month, we may suspend the account. If any payment for any of our services, including domain registration/renewal and hosting is more than 30 days overdue then (without prejudice to any other rights we may have) we may suspend or close your website.

33.                 These terms and conditions shall apply to all contracts between us to the exclusion of any other conditions.  Each of these terms and conditions and each part thereof is separate and severable from any other term and condition or part thereof and any invalidity, illegality or unenforceability of any term or condition or part thereof shall not impair the enforceability of any other term or condition or part thereof.

34.                 These conditions are exhaustive and exclude all other representations or warranties, express or implied by statute or common law.

35.                 We may:-

                (a)            Increase our prices by giving you [30] days’ prior notice; and/or 

                (b)           Change these terms and conditions if change is necessary in the interest of good business practice, but no such                   change shall affect the nature and quality of the service provided by us.

36.                 All notices from you to us shall be in writing and sent by post or fax to the address given above and shall be deemed to have arrived 48 hours after posting or immediately after transmission by fax.

37.                 These terms and conditions are governed by English law and subject to the exclusive jurisdiction of the English Courts.




 


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