The following Terms and Conditions document is a legal agreement between PPS-UK, hereafter "the Developer", and the customer, hereafter "the Client" for the purposes of website development (hereafter referred to as 'Project'). These Terms and Conditions set forth the provisions under which the Client may use the services supplied.
2. Acceptance of Work
When the Client places an order to purchase a website development project a contract comes into force once development begins. An invoice will be issued once a project has been deemed as 'live' on the internet and equals acceptance by the Developer of the Client's offer to purchase services from the Developer and this acceptance of work is a valid contract between Client and Developer.
The Developer is liable to withdraw from the contract at any time prior to acceptance.
Additional work requested by the Client that is not specified at the beginning of the project is subject to an additional quotation by the Developer on receipt of specification. If the work is needed as part of an existing project, then this may affect time scale and overall delivery time of the project.
The Client agrees to provide any needed information and content required by the Developer in good time to enable the Developer to complete a design or website work as part of an agreed project.
The Client agrees that resale or distribution of the completed files is forbidden unless prior written agreement is made between the Client and the Developer. The Client hereby agrees that all media and content made available to the Developer for use in the project are either owned by the Client or used with full permission of the original authors. The Client agrees to hold harmless, protect and defend the Developer from any claim or suit that may arise as a result of using the supplied media and content.
The Client agrees that the Developer may include development credits and links within any code the Developer designs, builds or amends. The Client agrees that the Developer reserves the right to include any work done for the Client in a portfolio of work.
The Client agrees to abide by the terms of any third-party software or media included within any work done for the Client. Examples of this include, but are not limited to, Google maps, Media under the Creative Commons license, RSS feeds, Open Source GPL Software etc.
4. Domain names and Hosting
The Developer does not offer domain name registration or hosting, but can, if required, recommend a service provider to cater for these demands. The Developer is not responsible for any payments or terms of service required for a third-party service and all responsibility for these lie with The Client.
The Client agrees that an HTML page (or pages) built from a graphic design may not exactly match the original design because of the difference between the display in design software and the rendering of HTML code by Internet browser software. The Developer agrees to try to match the design as closely as is possible when building the code.
During a website project it is important that the Client communicates information to the Developer to achieve the required result.
The Developer does not supply any kind of e-commerce services, development or code insertion from a third-party of any kind or description; this type of work falls outside of the developers skill set and cannot be provided. If the client requires e-commerce services this will have to be supplied by a different developer. Any such coding falls outside of these terms and conditions and may be subject to the third-party developer terms and conditions. If a third-party developer inserts code to existing pages designed by The Developer then sole responsibilty for the entire code and content on those pages lies with the third-party developer and not with The Developer..
If the Client requests design or content alterations to pages that have already been completed, new pages or different functionality other than that specified in the original quotation, the Developer reserves the right to quote separately for these alterations.
The Developer endeavours to create pages that are accessible to search engines. However, the Developer gives no guarantee that the site will become listed with search engines.
If an error or issue with the design or code arises during the project, which does not allow the design or code to match the original specification, then the Client agrees that the Developer can apply a nearest available alternative solution.
The Developer will, at all times, apply reasonable skill and care in provision of services.
Once the project is completed, the Developer will upload the website to the Client's live web address if included as part of a project.
After site completion, the Client or a third party of their choosing may wish to edit their website code themselves to make updates. However, the Client agrees that in so doing they assume full responsibility for any issues which occur as a result of changing the code themselves. If the Client or a third party of their choosing edits the website code and this results in functionality errors or the page displaying incorrectly, then the Developer reserves the right to quote for work to repair the website if asked to do so by the Client.
The Developer will keep a copy of the site and design source files when a website project is being worked on. However, the Client agrees that it is their responsibility to have regular backups made by themselves or the third-party hosting services in case of a software or hardware failure at the third-party hosting servers.
All communications between Developer and Client shall be by telephone, email or postal mail, except where agreed at the Developer's discretion.
6. Web Standards
The Developer tests sites and templates to ensure they comply with W3C CSS standards as they are at time of sale. Should updated W3C CSS guidelines be introduced after the site or templates were sold to the Client, the Developer reserves the right to quote separately for any additional work needed. If the Client uses CMS systems that are not built by the Developer, the overall page may not meet W3C CSS standards.
The Developer tests sites and templates to ensure they comply with W3C HTML standards as they are at time of sale. Should updated W3C HTML guidelines be introduced after the site or templates were sold to the Client, the Developer reserves the right to quote separately for any additional work needed. Themes or Modules for CMS systems that are not built by the Developer, the overall page may not meet W3C HTML standards.
The Developer shall make every effort to ensure sites are designed to be viewed by the majority of visitors. Sites are designed to work with the standard development platform, which includes recent versions of the main browsers, Internet Explorer (Edge) and Mozilla Firefox or Google Chrome. The Client agrees that the Developer cannot guarantee correct functionality with all browser software across different operating systems.
The Client agrees that, following handover of files, any updated software versions of the browsers detailed in the standard development platform, including the browsers Internet Explorer, Google Chrome, Microsoft Edge and Mozilla Firefox, domain name set-up changes or hosting set-up changes thereafter may affect the functionality and display of their website. As such, the Developer reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software, domain name or hosting changes.
The Client agrees that more advanced applications on a website page may require a newer browser version or plug-in.
7. Payment Terms and Ownership
Prices are subject to change without notice.
All invoices must be paid in full within 7 days of the invoice date, except where agreed at the Developer's own discretion.
The Developer reserves the right to decline further work on a project if there are invoices outstanding with the Client.
Owenership of the project will remain with The Developer until all invoices have been paid in full. The Developer reserves the right to remove its work from the Internet if payments are not received within the due date, or at the developer's discretion after the due date has passed.
8. Liability and Warranty Disclaimer
The Developer provides their website developments and the contents thereof on an 'as is' basis and makes no warranties with regard to the site and its contents, or fitness of services offered for a particular purpose. The Developer cannot guarantee the functionality or operations of their website or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.
The Developer endeavours to provide a website within given delivery time scales to the best of its ability. However, the Client agrees that the Developer is not liable for any claims, losses, costs incurred or compensation due to any failure to carry out services within a given delivery time scale.
The Client agrees that the Developer is not liable for any failure to carry out services for reasons beyond its control, including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on a major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third-party services.
The Developer is not liable for any consequences or financial losses such as, but not limited to, loss of business, profit, revenue, contract, data or potential savings, relating to services provided.
On handover of files from Developer to Client, the Client shall assume entire responsibility in ensuring that all files are functioning correctly before use.
Whilst every effort is made to make sure files are error free, the Developer cannot guarantee that the display or functionality of the web design or the website will be uninterrupted or error free. If, after handover of files, errors are found in code the Developer has created and the standard development platform, domain name set-up and hosting set-up are the same as when work began, then the Developer can correct these errors for the Client free of charge for a period of 1 month, after acceptance of the work. After the 1-month period, the Developer reserves the right to quote separately for any work involved in correcting any errors.
If, after handover of files, errors are found in code the Developer has created and the standard development platform, or the domain name set-up or hosting set-up have been changed, the Developer can correct errors and reserves the right to quote separately for any additional work needed as a result of changes to the browser software, domain name set-up or hosting set-up.
Should the Client go into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, the Developer reserves the right to cancel forthwith any projects and invoice the Client for any work completed.
The Developer shall have no liability to the Client or any third parties for any damages, including but not limited to claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of or inability to operate these web pages or website, even if the Developer has been advised of the possibility of such damages.
The Developer may from time to time recommend to the Client that updates are needed to their site, including but not limited to new legislation compliance, software compatibility and web standards. The Developer reserves the right to quote for any updates as separate work. The Client agrees that the Developer is not liable for any failure to inform or implement these updates to their site. The Client agrees that it shall defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates.
The Client agrees to use all Developer services and facilities at their own risk and agrees to defend, indemnify, save and hold the Developer harmless from any and all demands, liabilities, costs, losses and claims, including but not limited to legal fees against the Developer or its associates that may arise directly or indirectly from any service provided or agreed to be provided or any product or service sold by the Client or its third parties.
The Client agrees that this indemnification extends to all aspects of the project, including but not limited to website content and choice of domain name.
The Client also agrees to indemnify, hold harmless and defend, the Developer against any liabilities arising out of injury to property or person caused by any product or service sold by the Client or any service provided or agreed to be provided or by third parties, including but not limited to infringement of proprietary rights, misinformation, infringement of copyright, delivery of defective services or products that are harmful to any company, person, business, or organisation.
The Developer and any third-party associates agree that, unless directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information. The Client agrees that it will not convey any confidential information about the Developer to another party, unless directed by the Developer.
The Developer and any third-party associates shall use information provided by the Client in relation to this agreement in accordance with the GDPR (where applicable). This information will also be used to identify the Client in communications with them and to contact the Client from time to time to offer them services or products that may be of interest to or benefit the Client.
12. Time Limited Offers
Time limited offers may end without notice. For offers that we deliver we can, at our discretion, extend an offer for an undefined period that can end without further notice; we will aim to remove such offers at our earliest opportunity. For time limited third party or hosting offers, we are not responsible for the third party or hosting company's offer period which can end without notice and we accept no responsibility for mentioning hosting offers that end with or without notice.
The Developer reserves the right to terminate a project with a Client at any time without prior notification if it finds the Client in breach of these Terms and Conditions. The Developer shall be the sole arbiter in deciding what constitutes a breach. No refunds will be given in such a situation.
Where one or more terms of this contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
Any and all matters pursuant to this agreement are governed by English Law and are under exclusive jurisdiction of the English Courts.
This agreement shall be governed by the laws of England and Wales which shall claim venue and jurisdiction for any legal motion or claim arising from this agreement. This agreement is void where prohibited by law.
By accepting an undertaking to develop a project and to use the services supplied by the developer, the Client acknowledges to have read, understand, and accept the Terms and Conditions of this Agreement, and agrees to be legally bound by these Terms and Conditions.
The Developer reserves the right to alter these Terms and Conditions at any time without prior notice. The latest Terms and Conditions can be found at the Developer's website.
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