Digital Marketing Agency

Definitions:

  • "Search Optimist" is a trading name of Bozboz Ltd., 1 Church Road, Hove, East Sussex, BN3 2HA.
  • "Client" means any individual, company, partnership, organisation or body requesting the services of Search Optimist.
  • "Agreement" means the contract between Search Optimist and the client to which these conditions will apply.
  • "Order" means confirmation by the client of their acceptance of the quotation given by Search Optimist.

Contract:

The client's request for work to commence shall be deemed a contractual agreement between the client and Search Optimist. Search Optimist will carry out work only where an agreement is provided either by email, telephone or mail. Search Optimist will carry out work only for clients who are 18 years of age or above. An ‘order' is deemed to be a written or verbal contract between Search Optimist and the client; this includes telephone and email agreements.

Copyright Responsibilities:

If images, text, animations, layouts or any other content for a website/ web development / search engine optimisation / Internet marketing or other project is provided by the client, it is their legal responsibility to ensure that this material does not infringe any copyright. Search Optimist cannot take responsibility for any copyright infringements caused by materials submitted by the client. Search Optimist reserves the right to refuse any material of a copyrighted nature as website content unless adequate proof is given of permission to use this material.

Design Concepts:

Design concepts can include site mock ups, graphics and design proposals. The client agrees that (unless specifically agreed otherwise) only one concept will be provided by Search Optimist. The client should ensure that they have provided as much information as possible pertaining to colour schemes, artwork and design requirements beforehand. Note: Design concepts and associated graphics remain the property of Search Optimist unless otherwise agreed.

Stock Photography:

Certain images provided by Search Optimist may have been purchased under licence from stock image suppliers. These images are generally only licensed for use on a website. The licence may not permit them to be used in publicity material. The website owner is legally responsible for ensuring that this does not happen. If the client wishes to use any such images from the website for other purposes they are required to contact Search Optimist to clarify whether this is appropriate. The client agrees to meet all third party costs arising from the purchase of stock photography as well as any administration fees relating to the procurement of images imposed by Search Optimist.

Intellectual Property Rights (IPR) and Copyright:

Search Optimist retains ownership of all intellectual property, including source code created for the client until payment of the final invoice. At this time ownership rights will be transferred to the client. Any scripts, CGI applications, PHP scripts, or software written by Search Optimist remain the copyright of Search Optimist (unless an alternative arrangement has been agreed prior to the contractual agreement) and may only be commercially reproduced or resold with the permission of Search Optimist.

Database Application and E-Commerce Development:

Search Optimist cannot take responsibility for any losses incurred by the use of any software created for the client. Whilst every care is taken to ensure products are problem free and accurate, the ultimate responsibility lies with the client to ensure that all software is functioning correctly before and during use. Where applications or sites are developed on servers not recommended by Search Optimist, the client is expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed. Where large applications are to be developed on servers not recommended by Search Optimist, it is the client's responsibility to provide a suitable testing environment which is identical to the final production environment. The client is expected to test fully any application or programming relating to a website developed by Search Optimist before it is made generally available for use. Where "bugs", errors or other issues are found after the site/development is live, Search Optimist will endeavour (but is not obliged to) to correct these issues to meet the standards of function outlined in the brief.

Submission of Materials:

The client agrees to make available as soon as is reasonably possible to Search Optimist all materials required to complete the site to the agreed standard and within the set deadline. Search Optimist will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.

Web and Email Hosting:

For sites and domains hoted by Search Optimist, clients will have a dedicated and secure hosting infastructure. This is maintained by a data centre in a secure environment with 24 hour technical support and a 99.95% uptime guarantee provided to Search Optimist. Search Optimist reserve the right to refuse to handle in any way material which may be deemed offensive, illegal or in any way controversial, and also to terminate the hosting service should the necessity arise.

Registration Charges:

All third party costs arising from the registration of a domain name shall be met by the client. Domain names registered on behalf of the client by Search Optimist are property of the client. In these circumstances, Search Optimist acts as administrator on the client's behalf. Search Optimist agrees to transfer any domain names to the client immediately upon request.

Search Engine Promotion:

When undertaking a new contract, Search Optimist will code the client's site to be search engine friendly. If the client wishes to take out an ongoing Search Engine Optimisation contract, this will take the form of a seperate agreement to the website contract. In the absence of a Search Engine Optimisation contract, Search Optimist is not responsible for ongoing site promotion.

Travel Time and Travel Expenses:

Travelling time to and from customer premises or other meeting places is not generally included in any quotations or estimates. Search Optimist reserves the right to make a charge for travelling time at the current hourly rate. Likewise Search Optimist reserve the right to charge for travelling expenses based on 40p per mile. (NOTE: Search Optimist do not charge for travelling time or expenses incurred during the quotation process, i.e. before approval for work to commence is received).

Quotations:

The price quoted by Search Optimist to the client is for the work specifically agreed on the quotation only. Should the client decide that changes are required after work on the website has commenced, these changes must be agreed. Any additional costs will also need to be agreed prior to the work being started. Unless otherwise agreed any quotation provided will be valid for 30 days from the date of issue.

Payment of Accounts:

A deposit may be required from any new client before any work is carried out. If Search Optimist undertake a project which is large or deemed to be of significant duration then interim payments may be required at agreed milestones within the project. Invoices for any remaining balance are only issued when the client accepts that their website/development has been completed to their satisfaction. Search Optimist reserves the right not to launch a website until full payment has been received.

Any outstanding accounts for work carried out by Search Optimist or its affiliates are required to be paid in full, no later than 30 days from the date of the invoice. Search Optimist reserves the right, in its sole discretion, to deactivate hosting services for clients with unsettled accounts. When this occurs an additional minimum charge of £50 + VAT will be required to have the site restored.

Accounts that have not been settled within 14 days of the due date will incur a late payment charge of 10% of the amount outstanding. Any unpaid balance due shall bear interest at the rate of 8% compounded per annum, and costs of collection, including Court costs and reasonable legal fees shall be added as principal amounts to such balance.

Refund Policy:

After work on a website commences any fees paid are not refundable.

Cancellation:

Should the client wish to cancel at any point during the project they shall remain liable for the work that has taken place and shall be invoiced accordingly. There are no exceptions to this, i.e. if the client decides they no longer want the site, as they have commissioned the work (whether a deposit has been paid or not) they are still obliged to pay for the work that has been done up to the point of cancellation.

Payment Methods:

Unless otherwise agreed, payment is only accepted by direct bank transfer (BACS or CHAPS), cheque or bankers draft in UK Pounds Sterling. If a cheque is returned by the bank as unpaid for any reason, the client will be liable for an additional administration fee of £35 +VAT.

Support:

Websites will be handed over as a fully functioning, completed work. Unless a support contract has been arranged, Search Optimist is not responsible for support. Support can be provided upon request for an agreed fee. Websites are offered as a single contract and no guarantee of the availability or compatibility (including rendering compatibility with future browsers or future versions of existing browsers) from Search Optimist is offered unless an ongoing support package has been agreed.

Malicious Activity:

Problems caused by malicious software, spyware, viruses and website hacking can unfortunately happen. It is highly unlikely that these will affect the client's website, and Search Optimist will endeavour to protect it from this as much as possible during its creation, but after the website is handed over Search Optimist cannot be held responsible for problems caused by illegal activity or the actions of others.

Compliance with E-Commerce, Accessibility or Other Regulations:

Search Optimist develops websites in accordance with the client's specifications. It is the client's responsibility to ensure that the website and its content comply with current online trading laws and regulations. Search Optimist cannot accept responsibility for any failure to comply with laws and regulations related to accessibility, selling online or those related to a specific business or trade. Research can be undertaken on the client's behalf upon request, but in any business where complex compliance issues may exist it is recommended that the client takes legal advice.

Design Credit:

A link to Search Optimist will appear in either small type or by a small graphic at the bottom of the client's website. If a graphic is used, Search Optimist will design it to be sympathetic to the overall site design.

Notes:

Should Search Optimist waive any of these terms on an individual basis, this shall not affect the validity of remaining clauses or commit Search Optimist to waive the same clause on any other occasion.

By agreeing to these terms and conditions your statutory rights are not affected.

Search Optimist reserves the right to change or modify any of these terms or conditions at any time. Should clarification of any of the above be required please contact us.

This Agreement shall be governed by English Law.

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