Website Terms & Conditions

The following terms and conditions apply to all website development and design services provided by Distribute Digital to the Client.

Last updated: 28th Mar 2022

  • Definitions and Interpretation

In these terms and conditions the following definitions apply unless otherwise stated:

Client’ means the individual or business entity who purchases Services from the Company and whose details are set out in the Order. 

 

Company’ means DISTRIBUTE DIGITAL LTD, a company incorporated in England and Wales under company number 12136431 whose registered office is at GROSVENOR HOUSE 11 ST PAULS SQUARE, BIRMINGHAM B3 1RB, trading as DISTRIBUTE DIGITAL.

  • Acceptance

It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.

Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

  • Charges

Charges for services to be provided by the Company are defined in the project quotation that the Client receives via e-mail and/or in other forms of writing. Quotations are valid for a period of 30 days. The Company reserves the right to alter or decline to provide a quotation after expiry of the 30 days.

Unless agreed otherwise with the Client, all website design services require an advance payment of 50%. The balance of the remaining 50% and the first month’s hosting is due within 7 days of the approved website being published. 

The deposit will be refunded to the client if the client is not satisfied with the quality of the design they receive, and wish to terminate the contract. Once the client has approved a design the refund is no longer available. Any services purchased on behalf of a client such as additional 3rd party services will not be refundable.  

Final invoices will be provided by the Company upon completion but before publishing the live website. 

Payment for services is due by bank transfer or debit/credit card payments, with details provided on the invoice.

  • Client Review

The Company will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies The Company otherwise within ten (10) days of the date the materials are made available to the Client.

We will endevour to ensure that the Client is happy with the design and final development of website. To ensure this we offer 3 rounds of revisions at both the design and development stages. 

If additional revisions are requested additional changes will apply

  • Turnaround Time and Content Control

The Company will install and publicly post or supply the Client’s website by the date specified in the project proposal, or a date agreed with the Client upon the Company receiving final payment, unless a delay is specifically requested by the Client.

The Client agrees to delegate a single individual as a primary contact to aid the Company with progressing the commission in a satisfactory and expedient manner.

During the project, the Company will require the Client to provide website content; text, images, movies and sound files etc. to populate the website.

  • Failure to provide required website content:

The Company is a small business and to remain efficient we must ensure that work we have programmed is carried out at the scheduled time. On occasions we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged.

This is why we ask that you provide all the required information at least one (1) week prior to the agreed commencement date. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as a result, we reserve the right to change the agreed delivery date to one that is achievable based on the company’s current workload. 

  • Managed Hosting

The Company may provide a managed hosting service for the clients website. This service will ensure the clients website is maintained on a monthly basis. The maintenance consists of a daily backup of the Client’s website and updates to the WordPress operating system, themes and any plugins used on the site. Care will be taken to ensure that any updates do not disrupt the smooth running of the website. 

Whilst every care is taken to provide robust hosting solutions, the Company can not guarantee uninterrupted uptime, however, the hosting platform has a historic uptime of over 99.7%.

Managed hosting does not include content changes, additional pages or design amendments which could incur additional charges. 

  • Website Amendments

All websites come with access to a website CMS that allows the Client to make changes to text and images on their website without needing assistance from the Company.

The Client will be given Admin rights to their website allowing them to have full access to the backend of the website and the ability to make content changes, add blog posts, add and remove products (on ecommerce sites) and generally update the content of their website. 

Design changes and substantial content changes that require additional development work will be provided by the Company at an additional cost that is calculated based on the estimated time required to implement the changes. On request the Company will provide a quote for these services and an estimated delivery timescale.

  • Payment

Invoices are sent via email. Invoices are due 7 days after receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be deemed as in default.

  •  Additional Expenses

Client agrees to reimburse the Company for any agreed additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography, plugins etc.  This payment will be required prior to the purchase of the additional required materials. The additional expenses will have been agreed at the point of order or as a result of additional functionality requested by the client.

  • Web Browsers

The Company makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Microsoft Edge, Google Chrome, etc.).  The client agrees that the Company cannot guarantee correct functionality with all browser software across different operating systems.

The Company cannot accept responsibility for web pages which do not display acceptably in obsolete versions or new versions of browsers released after the website have been designed and handed over to the Client. As such, the Company 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.

  • Default

Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on the company’s Web space, the Company will, at its discretion, remove all such material from its web space. The Company is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Clients with accounts in default agree to pay the Company reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by the Company in enforcing these Terms and Conditions.

  • Termination

Termination of services by the Client must be requested in a written notice or email and will be effective on receipt of such notice. Telephone requests for termination of services will not be honoured until and unless confirmed in writing or email. The Client will be invoiced for work completed to the date of first notice of cancellation for payment in full within thirty (30) days.

  • Indemnity

All Company services may be used for lawful purposes only. You agree to indemnify and hold Distribute Digital harmless from any claims resulting from your use of our service that damages you or any other party.

  • Copyright

The Client retains the copyright to data, files and graphic logos provided by the Client, and grants the Company the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting the Company permission and rights for use of the same and agrees to indemnify and hold harmless the Company from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to the Company that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

  • Standard Media Delivery

Unless otherwise specified in the project quotation, this agreement assumes that any text will be provided by the Client in electronic format via email or alternative electronic file transfer and that all photographs and other graphics will be provided in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by the Company to return to the Client any images or printed material provided for use in creation of the Client’s website, such return cannot be guaranteed.

  • Design Credit

An optional link to the Company will appear in either small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. If a client requests, the design credit will be removed. The Client also agrees that the website developed for the Client may be presented in the Companies design portfolio. If the Client wishes to not appear in the Companies design portfolio, or services are provided under an NDA, this will be honoured by the Company.

  • Access Requirements

If the Client’s website is to be installed on a third-party server, the Company must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.

  • Post-Placement Alterations

The Company cannot accept responsibility for any alterations caused by a third party occurring to the Client’s pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.

  • Domain Names

The Company can purchase domain names on behalf of the Client.  Payment and renewal of those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment by the client is not the responsibility of The Company. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.

  • General

These Terms and Conditions supersede all previous representations, understandings or agreements. The Client’s acceptance via email, text  or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.

  • Privacy & GDPR

You are solely responsible for ensuring your website complies with any legal requirements. We are not responsible for ensuring that your sites cookie, privacy or terms & conditions are sufficient to comply with the prevailing legislation. 

 

We will implement the content supplied by you for the purpose but we do not provide this content for you. 

 

For further information you can visit 

https://ico.org.uk/for-organisations/guide-to-data-protection/guide-to-the-general-data-protection-regulation-gdpr/

https://ico.org.uk/for-organisations/make-your-own-privacy-notice/  


  • Governing Law

This Agreement shall be governed by English Law.

  • Liability

The Company hereby excludes itself, its Employees and or Agents from all and any liability from:

Loss or damage caused by any inaccuracy;

Loss or damage caused by omission;

Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;

Loss or damage to clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.

The entire liability of The Company to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.

  • Severability

In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid clause.