Terms & Conditions

Definitions:

 

(a) The Client: The company or individual requesting the services of ON24 (UK) Limited
(b) The Company: ON24 (UK) Limited and/or any of its affiliates/partners/contract workers, including Farmgear and Business Print UK

 

1. Website Design
(a) Whilst every endeavour will be made to ensure that the website and any scripts or programs are free of errors, the company cannot accept responsibility for any losses incurred due to malfunction of the website or any part of it.
(b) The website, graphics and any programming code remain the property of the company until all outstanding accounts are paid in full.
(c) The company cannot take responsibility for any copyright infringements caused by materials submitted by the client. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
(d) Any additions to the brief will be carried out at the discretion of the company and where no charge is made by the company for such additions, the company accept no responsibility to ensure such additions are error free and reserve the right to charge an according amount for any correction to these or further additions.
(e) The client agrees to make available as soon as is reasonably possible to the company all materials required to complete the site to the agreed standard and within the set deadline.
(f) The company will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines. The company will not be liable or become involved in any disputes between the site owner and their clients and cannot be held responsible for any wrongdoing on the part of a site owner.
(g) The company not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the client or any of the clients appointed agents.
(h) The company will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by its agents.

 

2. Price structure
(a) Full or part payment is required with any project before any design work will be carried out. Once a website has been designed and completed any final balance of payment is then due in accordance with our payment terms.
(b) There are no exceptions to this, i.e. if the client decides they no longer want the site, as they have commissioned the work and paid a deposit they are still obliged to pay for the work that has been done. Non-payment will result in legal action being taken if necessary.

 

3. Database, Application and E-Commerce Development
(a) The company cannot take responsibility for any losses incurred by the use of any software created for the client. Whilst every care has been taken to ensure products are problem free and accurate, the ultimate responsibility lies with the client in ensuring that all software is functioning correctly before use.
(b) Where applications or sites are developed on servers not provided by the company, 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.
(c) Where large applications are to be developed, it is the client’s responsibility to provide a suitable testing environment which is identical to the final production environment.
(d) The client is expected to test fully any application or programming relating to a site developed by the company before being made generally available for use. Where “bugs”, errors or other issues are found after the site is live, the company will make all reasonable efforts to correct these issues; however if the volume of work required to make these corrections is considerable, then the company may make a further charge, at its own discretion.

 

4. Compatibility
(a) The company will endeavour to ensure that any developed/designed site or application will function correctly on the server it is initially installed in and that it will function correctly when viewed with the web browsing software and to an acceptable level with all browsers. Some older browsers may not correctly display a website due to compatibility issues from the provider, therefore the company can offer no guarantees of correct function with all browser software.

 

5. Website Hosting
(a) The company will supply hosting on a dedicated server. No guarantees can be made as to the availability or interruption of this service, and the company cannot accept liability for any losses caused by the unavailability, malfunction or interruption of this service, or for loss of turnover, sales, revenue, profits or indirect, consequential or special loss. The company reserves 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.

 

6. Payment of Accounts
(a) A pre-payment is required from any new client before any work is carried out. It is the company policy that any outstanding accounts for work carried out by the company are required to be paid in full, no later than 30 days from the date of the invoice unless by prior arrangement with the company.
(b) Once a pre-payment is paid and work completed you are obliged to pay the balance of payment in full. We will contact clients via email and telephone to remind them of such payments if they are not received when due.
(c) If accounts are not settled or the company have not been contacted regarding the delay, access to the related website may be denied and web pages removed, we will then pass such cases to the Small Claims Court to pursue payment, non-payment can result in County Court Judgements (CCJ’s) being added to the clients credit rating.
(d) Following consistent non-payment of an invoice our solicitors will contact the client in question, with a view to taking the matter further and if needs be to seek payment through legal procedures, and if necessary court summons.

 

7. Authoring of a website
(a) The company will provide a maximum of 20 hours time to help with the website contents including locating images, preparing graphics and authoring text. The company reserves the right to charge for any additional time required to complete the authoring of the site once this time has been reached.
(b) Images provided by the client must be free of copyright. We cannot be held responsible for damages incurred by the client providing copyright protected images without the express permission of the owner for using these images on their website.

 

8. Logo design
(a) Rights: All services provided by the designer shall be for the exclusive use of the client other than for the designer’s promotional use. Upon payment of all fees, the following reproduction rights for all approved final designs created by the designer for this project shall be granted:
Client to gain full transferable rights to brand identity.
Client to gain full license to reproduce works through commercial printers.
(b) Ownership: The client shall be entitled to full ownership of all final artwork created during the project upon full payment of the agreed fee.
(c) Third party contracts: The designer may contract with other creative professionals to provide services such as web development, photography, and illustration. Any third party terms and conditions will include full reproduction rights for the client. Where such contracting adds to the project cost, the client will first be asked for permission to proceed. No project will commence on the assumption that third parties might be required for project completion. Such details will be finalised prior to project commencement, unless requested by the client at a later date.
(d) Cancellation: If after project commencement client communication (face-to-face, telephone, or email) stops for a period of 180 days, the project can be cancelled, in writing by the designer, and ownership of all copyrights shall be retained by the designer. A cancellation fee for work completed shall be paid by the client, with the fee based on the stage of project completion. The fee will not exceed 100 percent of the total project cost.
(e) Refund Policy: The refund policy will not take effect:
(i) If you have already confirmed or approved the acceptance of a design, we cannot provide a refund. Your approval represents an acceptance of the final project and serves as an implicit statement of satisfaction.
(ii) If you have failed to communicate with us for more than forty five days, any refunds will be at the discretion of Logo Design Team management.
(iii) If the company for whom the design was performed should close, change its name, or undergo other alterations rendering a design ill fitting, we cannot issue a refund.
(iv) Once you have taken final delivery.

 

9. Monthly Fees (live sites)
(a) All monthly fees for hosting, support and maintenance must be paid on the 1st day of each Calendar month, unless otherwise agreed separately with the Company.
(b) If the monthly fees are not paid in accordance with our terms, the following action will be taken:
(i) Where a monthly payment places the account in arrears we will ask for this payment to be made as soon as possible.
(ii) If the account remains in arrears by two consecutive missed payments, all support and access to any content management systems will be placed on hold until the account is brought up to date.
(iii) If the account remains in arrears by three consecutive missed payments, all services will be placed on hold. All support will be withdrawn, all mail accounts placed on hold and any websites and/or content management systems will be taken down and access denied. If any domain names are due for renewal during this period, they will not be renewed. Once all arrears are cleared, we reserve the right to request that payments are made in advance, either quarterly, half yearly or annually to keep the account clear.
(iv) If an account has more than 6 missed payments throughout a Calendar year, we reserve the right to request that payments are made in advance, either quarterly, half yearly or annually.
(v) We reserve the right to terminate a contract when the client has surpassed six consecutive missed payments. All outstanding payments will become due and litigation to recover these payments will be enforced.
(vi) We reserve the right to ask for all future projects to be paid in full before any work can commence for clients who are in arrears at the time of the project start date or for clients who are persistent late payers during a full Calendar year.

 

10. Monthly Fees (test sites)
(a) There are no fees whilst a website is in test mode unless:
(i) The test site goes over 60 days from the start date and is not completed sufficiently to become a ‘live’ site due to the client not providing content within a reasonable time scale that the company has notified the client of. Should this happen then the company reserves the right to charge a monthly fee at a pro rata rate of 50% of the agreed live site monthly fee to cover all the fees that the company have to pay whilst the site is in test mode. This shall be payable on the 1st day of each month until the site is made live after which the live site monthly fee will become payable as in clause 13 (a)
(b) The company will send reminders to the client on a regular basis to remind the client of the need for content to complete the website within the 60 day period and send a final reminder of impending test site fees if the site is not completed sufficiently to be made live before the 60 day period has elapsed. Where the delay is the fault of the company, then no fees will be charged whilst the site is in test mode.

 

11. Website support and management
(a) The company will provide the client with support for their site and will provide the client with user credentials to access a secure management area where the client can control their site content. The client is responsible for ensuring they protect the user credentials from unauthorised access by using competent security software on any devices they use to access the management system. Certain areas of the management system will be restricted to prevent the client from damaging the live site.
(b) Should the client allow a third party to access the management system to make unauthorised changes to the site and ‘break’ the site whereby certain functionality of the site no longer works correctly, then the company reserve the right to charge the client all reasonable costs to ‘fix’ the site. The company may also ask the client to sign a separate agreement restricting access from any unauthorised persons.
(c) The client must ensure that any device with access to the management system has competent security software that is licensed correctly and is up to date. The security software should provide sufficient protection against (but not limited to) viruses, spyware and malware. If a malicious program is introduced into the clients management system from an infected device, the company reserves the right to charge all reasonable costs to rid the clients management system of all traces of the malicious program.

 

12. Domains and emails:
(a) The company will supply one free .co.uk domain with all new sites where the client does not have a current domain name for the site. Any additional domain names will be chargeable per domain.
(b) Where the client has a domain name that is under their ownership or is controlled by a third party and is required to be transferred over to the company’s hosting provider, then there will be no charge to transfer this over. Any further domains under the ownership of the client that are required to be transferred into the company’s hosting provider will carry a transfer in fee
(c) If a client requests that a domain name is not transferred into the company’s hosting provider and remains under the control of the client or a third party, then the company cannot be held responsible for
(i) Any failure to renew a domain fee when this becomes renewable
(ii) Any failure of the third party to ensure the IP address of the server holding the clients live site is correctly applied
(iii) Any failings of the live site or any email accounts at any time that are under the control of the client of their third party whereby a domain name record is tampered with or incorrectly applied that causes the live site or email accounts to not work correctly
(d) It is normal where a domain record needs to be updated to allow a site to become live for this ‘propagation’ period to take up to 72 hours from the domain record change to be fully processed whereby the clients live site and emails will function correctly. The company will not be held responsible for any failures of the live site and/or email accounts during this ‘propagation’ period as this is a ‘norm’ of the Internet.
(e) Where the company provides the client with email accounts, it is the responsibility of the client to ensure all user credentials supplied by the company to the client are properly protected from any persons with unauthorised access and where stored on a device, that said device is protected by competent security software that is licensed and up to date. Where a email account is compromised by the client not adhering to these guidelines, then any reasonable additional fees that the company are charged for to rectify any problems with a compromised email account, will be passed onto the client.
(f) The client has a responsibility to ensure that all email accounts are fully protected by competent security software on any devices that hold an email account from the client and are regularly cleared of unwanted emails. The company will provide an allocation of free email accounts to the client depending on the web package purchased and each email account will come with at least 1GB of storage, Further email accounts and/or storage can be purchased at an additional cost. If a client fails to empty unwanted mail and this cause the email account to become full, then the company cannot be held responsible for that mail account to cease working.
(g) The company shall renew when applicable any domains that we control on behalf of the client.
(i) As part of the monthly fees for a test site or a live site, a proportion of this is allocated to paying towards the primary domain name renewal (whether the renewal period is annual or bi-annual) for that site.
(ii) Any other domain names that the company have control over for the client will be invoiced to the client prior to the renewal date. Domain renewal invoices must be paid within 7 days of the date of invoice unless agreed otherwise. The company will invoice in advance the domain renewal fee from the company’s hosting provider and must be paid before the company is charged for the renewal from the company’s hosting provider. The company reserves the right to cancel a domain renewal if the client has failed to pay the renewal invoice in full to the company prior to the renewal date. Should this happen and the client does not pay the renewal fee prior to the domain becoming available for release back to the general public, then the company cannot be held responsible if a third party purchases this domain.

 

13. Termination of contract:
(a) All website contracts are for a minimum of two (2) years from the ‘live’ date and cannot be terminated by the client during this period unless the client pays the remaining monthly fees up to the end of the initial two (2) years from the ‘live’ date. Example given that if a client chooses to terminate their contract twelve (12) months into their two (2) year contract, the remaining twelve (12) months must be paid in full to the company.
(b) The company terminates the clients contract due to the client having failed to make their monthly payments as in clause 13 (b) (v)

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