Terms & Conditions Please read this carefully, these terms must be read and understood prior to signing any contracts These are Terms & Conditions for our Services; Web Design, SEO (Search Engine Optimisation), Social Media Marketing and Maintenance. Please read this carefully, these terms must be read and understood prior to signing any contracts.A ‘Project’ is any work undertaken or service provided by Cloud Web Agency for the Client on their request and as described in our confirmation order email to that Client.A ‘Client’ is a person, persons, business or organisation using any of the services provided by Cloud Web Agency.‘The Supplier’ is Cloud Web Agency or one of it’s appointed agents.‘Domain’ is the website address as specified by the Client.‘Live Mode’ and ‘Live’ means the date the website is available on the Client’s chosen domain.‘Open Source Software’ is software made freely available to anyone under the GNU General Public License (GPL).‘Hosting’ is a yearly cost to keep a clients website activated online.‘Content’ is ; text, graphics, images etc. that the Client requires on the website. 1. The contract between the Supplier and the Client will be on these conditions, to the exclusion of all other terms and conditions. Any variations to these conditions shall have no effect unless agreed in writing. 2. The works to be carried out shall be as set out in the Suppliers’s confirmation order email or within a supplied Proposal. 3. Email will be the method of contact with regard to all communication for the website design & development. It is the Client’s responsibility to inform us of any change in email address so we always have up to date email contact details. The Supplier can not be held liable in any way relating to communication issues if we are not supplied a valid email address. the Supplier will acknowledge all emails within 2 working days. 4. The Supplier will only commence work on a Project after receipt of a non refundable, 50% deposit of the quoted Project fee from the Client. 5. The deposit paid to the Supplier covers the cost of design work as well as any admin work and communication with the Supplier. The deposit is non refundable. 6. The within reason design revisions offered by the Supplier end when the website goes live. Design changes beyond this point are subject to additional charges. 7. The Supplier shall expect the Client to carry out sufficient research before proceeding with a website. This will include checking that the website/idea/business will operate legally in all aspects. It is important that the website is not in any way illegal. 8. It is important for the Client to keep in contact with the Supplier throughout the entire Project. If a Client does not make contact for 3 weeks we will make up to 5 attempts to contact the client by email using the email address specified when the client placed their order. If we do not receive a response to these attempts of contact the Project may be terminated, and the deposit will not be refunded. We will levy a £200.00 admin charge if the client later returns and wishes to continue work on the project. 9. Where images used on the website have been purchased by the Supplier on behalf of the Client, these images are strictly for use on the website only. The Supplier is not liable for misuse of these images by the Client or any other person’s copying, altering or distributing the images to individuals or other organisations. 10. The Supplier cannot be held responsible for anything adversely affecting the Client’s business operation, sales, or profitability that might be claimed is a result of a service offered by the Supplier. 11. The Supplier will provide the Client with an expected completion date for the Project (live on the internet) if requested. The Supplier will endeavour to meet any given deadline, but does not guarantee and is not bound in any way to complete the Project by this date. The expected completion date provided by any employee or agent of the Supplier is purely an estimate. 12. It is the Client’s responsibility to check with the Supplier whether Open Source Software is being used or not. 13. The Client shall not be charged for Open Source Software. If there is a charge for a website using Open Source Software, the Client is paying for the installation time. Open Source Software is not owned by the Supplier or the Client. 14. The Supplier owns all design and code of the website until final payment has been received in full. Once final payment is received, the Client will then own the design and code of the website, unless Open Source Software or theme/template files have been used, in which case those designs and code belong to their respective owners. Images will have been purchased by the Supplier for the Client, unless the images have been supplied by the Client. Images purchased by the Supplier are licensed only for use on the client’s website, they cannot subsequently be used for any other purpose by the client or an agent appointed by the client. 15. All images supplied and thereafter displayed on the Client’s website will only be used after authorisation by the Client, and are the sole responsibility of the Client regarding usage and copyright. Should any legal issues or claims arise from the content or copyright of any images supplied by the Client or Cloud Web Agency, they will be the sole responsibility of the Client. 16. The Supplier does not offer any Hosting services. Management, renewal and Hosting of the Domain name are the full responsibility of the Client. 17. The Supplier has no control of, or responsibility for, the content of a Clients website. In no way does the textual or image based Content of our Client’s web sites constitute the Supplier’s endorsement, or approval of the website or the material contained within the website. 18. The Supplier has not verified any of the materials, images or information contained within our Client’s web sites and is not responsible for the content or performance of these sites or for the Client’s transactions with them. The Supplier provides links or references to our Client’s website solely for the convenience of prospective customers and intends that the links it provides be current and accurate, but does not guarantee or warrant that such links will point to the intended Client site at all times. 19. The Supplier shall place a small text link on the footer of a Client’s website that simply states the website was designed by the Supplier and links to the Supplier company website, unless otherwise agreed in additional terms and conditions agreed by both parties. Due to the addition of this text and links the Client is provided with a discount to the quoted price of the Client’s website at a value of £150.00 if the cost of the website development is below £1000.00, or 15% of the total if the price of the website is above £1000.00. If the client wishes to remove this the discount will not be made and the discount amount will be payable. 20. The Client agrees that the website developed for the Client may be presented in Cloud Web Design’s portfolio, and hereby grants Cloud Web Design a worldwide, perpetual, non-exclusive licence to use its name, logo and branding for advertising, marketing and promotional activities. 21. The Supplier is not liable for loss, damage or corruption to files or information stored on its servers or individual PCs relating to a Client’s website after completion of the Project. The Client is solely responsible for any information or files relating to its website. 22. The Supplier shall not be required to use any content which in it’s opinion is or may be of an illegal nature or infringement of the proprietary or other rights of any third party. The Supplier shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any libellous nature or any infringement of copyright, patent, design of or any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amounts paid on a lawyers advise in settlement of any claim. 23. The Supplier reserves the right to refuse to construct a website that we may judge as unfit due to content or otherwise. This includes, but is not limited by, sites containing adult oriented material such as pornography, sites which promote hatred towards persons belonging to any ethnic group, religion etc. 24. SEO – Search Engine Optimisation. SEO Definitions “SEO services” refers to all the actions or services provided by supplier as detailed in the SEO Specifications Form. Terms including “social media exposure”, “writing product descriptions”, “press release submission”, “manually create Meta tags”, “XML sitemap creation”, “Google Shopping optimisation”, “Google Places optimisation”, all refer to SEO service options which may or may not be included in your SEO services package. “Best practice” refers to the generally accepted informally-standardized, best techniques, methods or processes that have proven to be effective at achieving a given task. 24.1. Your SEO services cannot begin until you have paid in full for SEO Launch packages or monthly, quarterly in advance for the ongoing SEO package as per your contract. 24.2. Any additional SEO services you add to your existing SEO services or make amendments to existing keyphrases at a later date, will incur an additional charge. 24.3. In the unlikely event that you choose to end your contract with supplier it is solely your responsibility to remove any access you have granted supplier to, for example, your ftp details, your back office, Google accounts or services or any other accounts setup on your behalf by supplier. 24.4. The Supplier will always recommend keywords or keyphrases that have the potential to bring you the quickest return on your investment. If you pick keywords or keyphrases that we do not recommend, the Supplier cannot guarantee any timescales or increase in traffic as a result. 24.5. Any SEO work you perform without the Supplier’s recommendations, including link building, changes to your website or anything else that negatively affects your rankings or your conversions will not be deemed the responsibility of the Supplier. 24.6. Any failure on the Client’ s part to stay in regular contact with the Supplier regarding changes to the Client’s website including confirmation and approval of keywords or keyphrases or content etc. that affects your SEO services negatively is not the responsibility of supplier. 24.7. Any on-page SEO work recommended will only be carried out by supplier if the website has been built by the Supplier. If the Supplier did not build the website, the Supplier will act as a consultant for any on-page SEO work recommended. 24.8. The Supplier will not be held responsible for any illegal activities your website is involved in or promotes, e.g. selling counterfeit goods. 24.9. Any external influences that affect your site negatively through hosting services, domain registration or any others will not be held as the responsibility of the Supplier. 24.10. Unless otherwise agreed; the Client is responsible for inputting and creating their own content such as blog posts, these changes will not be covered under the SEO terms. 24.11. Content created on the Client’s behalf by the Supplier, once you have approved it, is no longer the responsibility of the Supplier. You accept full responsibility for its accuracy, maintenance and its legality. 24.12. Search engines change their algorithms regularly, which can result in fluctuations in your search ranking positions. supplier will not be held responsible for these fluctuations or if an algorithm change results in dramatic changes to your website rankings. 24.13 Fair Use Policy: SEO Launch Package – Standard: upto 1 hour in total – One-off SEO Launch Package – Advanced: up to 2 hours in total – One-off SEO Ongoing Package: upto 1 hour per month Any additional support without your allocated time may be subject to further charges. Invoiced at an hourly rate which will be notified to you prior to work being carried out by the supplier. 24.14. All Google Analytics usage is in line with Google Analytics terms of service. 24.15. All Google Webmasters usage is in line with Google account terms of service. 24.16. The Supplier will not be held responsible for any loss of data the Client may experience from Google Analytics. 25. Maintenance Maintenance Definitions ‘Maintenance’ is any work carried out by the Supplier under the terms of the Contract after the Project is in Live Mode. ‘Hour(s)’ is the time specified as the maximum amount of hours which will be spent completing the maintenance requests made by the Client. 25.1 Unless agreed in writing beforehand all sites are excluded from maintenance unless under a Maintenance Contract. 25.2 Any work carried out under the Contract will only be done in accordance with the terms of the Maintenance Contract. 25.3 Under a Maintenance Contract, the Client’s website will be checked each month for functionality and to ensure all links (internal and external) are operating correctly. 25.4 Maintenance changes to the website shall be carried out by the Supplier in accordance to the details provided by the Client. 25.5 The Client shall make the details of the maintenance changes known to the Supplier in writing – by means of email albeit some discussion may take place over the phone. 25.6 The Supplier shall deal and communicate with one single point from the Client’s organisation who has the authority to make maintenance requests. 25.7 The Client shall supply the text (“copy”), images , articles or other content that he wishes to use in any updates to the website. Copy can be provided by the Supplier’s copy writer but this will be at additional cost. Costs of supplying changes (such as if the customer wants to deliver images via a DVD by post) will be borne by the client. 25.8 The “hour(s)” as referred to above shall not be carried over to subsequent months if the client has not made use of this time by means of request for maintenance. 25.9 If the time taken by the Supplier is more than the hour(s) specified in the maintenance contract, further maintenance work will continue at a 50% discount of the normal hourly rate charged by the Supplier. 25.10 The Client shall be entitled to priority over other clients who have not purchased the Maintenance contract and those customers shall be charged at the Supplier’s normal hourly rate. 26. Non-Maintenance Websites 26.1 Websites with no Maintenance Contract in place will become the responsibility of the client and the client shall have the following responsibilities: 26.2 The client shall be responsible for the updating of any Plugins including Premium Plugins. 26.3 The client shall be responsible for maintaining and database files. 26.4 The client shall be responsible for maintaining and updating the core WordPress installation and all associated files and systems. 26.5 The client shall be responsible for any errors occuring to the website with Plugins, WordPress, Hosting. 26.6 The client shall be responsible for their hosting and domain and associated tasks and errors to either. 26.7 Premium and Pro versions of Plugins. If the client requests the use of a particular premium or Pro plugin (a plugin which is not free), or requests a particular functionality which requires a premium or Pro plugin then it is the responsibility of the client to make payment directly to the plugin author. This may be a monthly or annual payment. The supplier will notifiy the client of the total cost of the premium or pro plugins used on the website. 26.8 Once the site is live then in the event that the Supplier is tasked by the client to carry out any maintenance work or to fix any errors then the task shall be carried out at a normal chargeable rate of £150.00 per hour. 27. Not statement, description, information, warranty or recommendation contained in any catalogue, price list, advertisement or communication made verbally or in writing by any agents or employees of the company shall be construed to enlarge, vary or override in any way these conditions. If any part of these terms is found to be void or enforceable by any court of competent jurisdiction, such part shall be severed from these terms, which will other wise remain in full force and effect. These terms shall be governed by and interpreted according to the English Law and the parties submit to the exclusive jurisdiction of the English Courts.