Terms and Conditions
Important: Please read these terms and conditions carefully, as they are binding upon you. It is BatDesign's policy to strictly enforce the terms of this Agreement in the event of any dispute. By requesting or using the services of BatDesign, you agree to be bound by this agreement and confirm your acceptance of it.
1. Definitions.
BatDesign is an Internet Consultancy, providing Internet Services, Domain Name Registration, Web Site Design, ecommerce and Web Space and related services including CD-ROM production and Cellular services. Use of BatDesign's service is at all times subject to the terms and conditions of this agreement. By Using or requesting BatDesign services in any capacity or form, you confirm acceptance of and agree to be bound by this agreement.
"The client" or "the customer" herein refers to you, the Client of BatDesign as the signatory to this document, either as an individual or on behalf of a company, charity or other organisation.
2. Information you (the client) provide.
The client warrants that it possesses the legal right of ability to enter into this agreement whether on the clients own behalf or on behalf of a company/organisation the client represents. The client agrees to be responsible for the use of BatDesign and to comply with the obligations contained in the terms and conditions. The client warrants that the information provided to us with is true and accurate and that the client will notify BatDesign of any changes of name, address and payment details.
3. Use of services
The client agrees to keep secure the BatDesign login information including password and other confidential information relating to any account for Web Space or other system.
Where Design Services are not taken, the client is entirely responsible for the content of its Web Space. BatDesign does not monitor the contents of client's pages.
The client may not use the BatDesign service in order to do any of the following: engage in illegal or unlawful activities, make available material protected by intellectual property laws, copyright or by rights of privacy, unless the client owns or controls the rights thereto or have the consent required to do so. The client may not publish or distribute anything that is defamatory, obscene, indecent, or unlawful. The client may not violate the legal rights of others. The client is entirely responsible for any civil or criminal liability which is incurred as a result of the use of our Web Space.
The client is liable for any reasonable legal costs incurred by BatDesign caused by the content of Web Space and agrees to indemnify us for any awards made against us by a court of law.
4. Termination and suspension of services by BatDesign
BatDesign may suspend or terminate the client's service or remove any development, design, data or code from a site hosted on our servers or not, at any time without prior notice should the client fail to comply with these terms and conditions. BatDesign requires one month's notice in writing for cancellation of hosting services by our clients. Where BatDesign terminates a client's service for failing to comply with the terms and conditions, you will not be entitled to any refund of monies paid.
BatDesign reserves the right to terminate a development project or all development projects either Timesheet Based, Fixed Priced Based or a combination of (see section 8), with a client at any point during its /their development, if BatDesign deems it appropriate to do so. In the event of a project cancellation on the part of BatDesign, ownership of any work already done shall be transferred to the client, and the client shall be invoiced for the amount of work already done, based on a percentage of the original quote or in hours accumulated on a project. BatDesign reserves the right to suspend all development projects, hosting arrangements or other services with a particular client if BatDesign deems it appropriate to do so, for reasons which might include inappropriate or unprofessional behaviour on behalf of the client, late settlement of invoices or a lack of confidence in the ability to settle future invoices, questionable project material/content or unreasonable or unrealistic demands made on BatDesign or its staff.
5. Payment.
Payment is due strictly within 14 days of the invoice date. The client agrees to pay all charges for BatDesign services at the prices in effect at the time of payment becoming due. BatDesign reserves the right to alter or amend charges on giving not less than 14 days notice.
In accordance with The Late Payment of Commercial Debts Act 1998 interest will be charged on all invoices paid late. Our terms are strictly 14 days from the invoice date. Interest rate applicable will be 2% above base rate pa (proportionately).
BatDesign reserves the right to suspend or terminate the client's services where payment is not made within 14 days of payment becoming due. the client's services continue to accrue charges while suspended. Charges for Web Space are based on a maximum data transfer level per month per site, dependent on the hosting package chosen which will be stated on the invoice. Transfers in excess of this without prior and formal agreement are charged at £20 per GB . BatDesign reserve the right to apply a surcharge in the unlikely event that accesses exceed this limit. We cannot transfer Domain Names until all outstanding accounts are paid.
The Client shall bear the legal cost's incurred by BatDesign if an invoice is not paid after 14 days.
No payment will be due for any requested domain hosting transfer if the domain transfer is carried out on the nearest Friday to receiving full information to effect the transfer. If a quicker service is required, an administrative charge will be made.
6. Limitation of liability.
BatDesign will at all times endeavour to provide an uninterrupted and error free service, however BatDesign has no obligation, duty, liability or otherwise beyond that of a duty to exercise reasonable skill or care. BatDesign is in no circumstances liable in contract or otherwise for direct or indirect loss of profits, savings or for any economic or consequential loss whatsoever arising from the use of BatDesign's services.
In the event BatDesign are deemed liable, BatDesign's liability shall be limited as a maximum to the amount the client has paid in respect of the service for the period in which the incident or incidents occurred.
7. Severability.
If any provision in this agreement is judged to be illegal or unenforceable, the remainder will not be prejudiced and will remain valid and in force.
8. Contract Terms
Website Design or CD-ROM Production Services are billed for in one of two ways which is chosen and agreed with the client before project commencement. These two billing methods are Fixed-Price Based and Timesheet Based. If the client is unsure which billing method your proposed project is based on, it is vital that the client contacts BatDesign to find out before development commences else responsibility resides entirely with the client. The client must ensure it is familiar with and complies to the terms applicable in either section 8.1 or 8.2 below.
See also Section 4.
8.1 Terms for Fixed-Priced Based Contracts
Quotes for Fixed-Priced Based contacts are offered to the client before work commencement, by either post, email, or verbally. The fixed quote offered will be the exact amount invoiced for.
During the development of a Fixed-Priced Based contract, deviation from the original website specification by the request of extra features, pages, text, pictures or anything else that was not specifically and entirely requested prior to the original quote, is acceptable and will be processed at the discretion of BatDesign but the extra time or costs incurred will be billed for appropriately, at the present hourly rate or by any other applicable means. It is the client's responsibility to enquire if any new requests/changes/upgrades might incur an extra charge and if so at what cost, else the work will be done automatically and billed for appropriately.
It is the client's responsibility to ensure that the project specification is complete and accurate before a quote is offered.
Deadlines for Project Completion may be stated by the client, and/or an expected date of project completion may be offered by BatDesign. In all cases, BatDesign will endeavour to meet such dates, but is in no way liable directly or indirectly, financially or otherwise, by failing to do so. It is the client's responsibility to ensure that adequate leeway is in place to account for any possible delays that could occur, through the fault of BatDesign or not.
BatDesign will in most cases, request an external and independent company to carry out a financial audit on any new BatDesign client before a quote is offered. Clients found to be in good financial standing, will normally be invoiced for a deposit of 33.3% of the total project quote, although this value could vary from 0% to 100% at the discretion of BatDesign. This deposit will be invoiced for, and cleared payment must be received back from the client before work commences. In normal circumstances, the remaining balance of the original quote will be invoiced for on project completion. In other circumstances (usually with larger contracts), and agreed with the client at the quote stage, payment stages may be established at certain points during the project's development where given divisions of the total project quote will be invoiced for.
Clients found by the financial audit to be of inadequate financial standing will be invoiced for 100% of the project quote, which must be settled prior to the project starting.
8.2 Terms for Timesheet Based Contracts
Timesheet Based contracts are billed for entirely on the time spent to development the project, and are always Hours X Rate, where Rate is the company's applicable hourly rate at that time or another hourly rate if agreed in writing before hand.
Invoices will be dispatched to you for payment at the end of every month in which development services have occurred, for the total amount of hours accumulated during that month.
The client understands that site design and development costs are hourly, and any quote offered to the client is merely an estimation. The client understands that the actual hours accumulated on a project, and therefore the amount of hours charged for, could either be above or below the estimated quote. The client understands that additions, requests, amendments or further work of any kind introduced during the development process, will invariably result in the project accumulating more hours and being charged for accordingly.
It is the client's responsibility to ensure that the project specification is complete and accurate before a quote is offered.
Deadlines for Project Completion may be stated by the client, and/or an expected date of project completion may be offered by BatDesign. In all cases, BatDesign will endeavour to meet such dates, but is in no way liable directly or indirectly, financially or otherwise, by failing to do so. It is the client's responsibility to ensure that adequate leeway is in place to account for any possible delays that could occur, through the fault of BatDesign or not.
8.3 General Terms for All Contracts
A cancellation fee of 75% of the original quote will be made if, with no breach of this Agreement on the part of BatDesign, the contract is terminated or cancelled by the client at any point from a go-ahead up to 50% of project completion. From 50% complete to 100% complete, 100% of the original quote will be invoiced for. Regardless of the level of project completion, if a project is terminated or cancelled by the client without a breach of this Agreement on the part of BatDesign, the intellectual property rights, ownership and copyright for any work already completed on the project will remain with BatDesign.
See also Section 4.
9. Intellectual Property.
All Domain Names are registered by BatDesign. No responsibility can be taken for any infringements arising from Domain Name registration. Client's logos, artwork, graphics, photo's and copy etc remain the client's intellectual property. Design and Programming of all source codes, html and graphics are the intellectual property of BatDesign.
10. Entire Agreement.
This agreement constitutes the entire agreement between BatDesign and the client. In making this agreement each party confirms that they have not relied on any inducement not recorded in this agreement.
11. Price/Quote/Tender validity.
Estimates and Quotations are provided subject to signed off functional specification. All prices, quotations communicated are subject to change without notice. Tenders and Quotes are valid for 60 days from the date of the Tender or Quote, unless explicity stated otherwise.
12. Declaration
The client agrees that the use of BatDesign's service is at all times subject to the terms and conditions of this agreement. By Using BatDesign services, the client confirms acceptance of and agree to be bound by this agreement.
1. Definitions.
BatDesign is an Internet Consultancy, providing Internet Services, Domain Name Registration, Web Site Design, ecommerce and Web Space and related services including CD-ROM production and Cellular services. Use of BatDesign's service is at all times subject to the terms and conditions of this agreement. By Using or requesting BatDesign services in any capacity or form, you confirm acceptance of and agree to be bound by this agreement.
"The client" or "the customer" herein refers to you, the Client of BatDesign as the signatory to this document, either as an individual or on behalf of a company, charity or other organisation.
2. Information you (the client) provide.
The client warrants that it possesses the legal right of ability to enter into this agreement whether on the clients own behalf or on behalf of a company/organisation the client represents. The client agrees to be responsible for the use of BatDesign and to comply with the obligations contained in the terms and conditions. The client warrants that the information provided to us with is true and accurate and that the client will notify BatDesign of any changes of name, address and payment details.
3. Use of services
The client agrees to keep secure the BatDesign login information including password and other confidential information relating to any account for Web Space or other system.
Where Design Services are not taken, the client is entirely responsible for the content of its Web Space. BatDesign does not monitor the contents of client's pages.
The client may not use the BatDesign service in order to do any of the following: engage in illegal or unlawful activities, make available material protected by intellectual property laws, copyright or by rights of privacy, unless the client owns or controls the rights thereto or have the consent required to do so. The client may not publish or distribute anything that is defamatory, obscene, indecent, or unlawful. The client may not violate the legal rights of others. The client is entirely responsible for any civil or criminal liability which is incurred as a result of the use of our Web Space.
The client is liable for any reasonable legal costs incurred by BatDesign caused by the content of Web Space and agrees to indemnify us for any awards made against us by a court of law.
4. Termination and suspension of services by BatDesign
BatDesign may suspend or terminate the client's service or remove any development, design, data or code from a site hosted on our servers or not, at any time without prior notice should the client fail to comply with these terms and conditions. BatDesign requires one month's notice in writing for cancellation of hosting services by our clients. Where BatDesign terminates a client's service for failing to comply with the terms and conditions, you will not be entitled to any refund of monies paid.
BatDesign reserves the right to terminate a development project or all development projects either Timesheet Based, Fixed Priced Based or a combination of (see section 8), with a client at any point during its /their development, if BatDesign deems it appropriate to do so. In the event of a project cancellation on the part of BatDesign, ownership of any work already done shall be transferred to the client, and the client shall be invoiced for the amount of work already done, based on a percentage of the original quote or in hours accumulated on a project. BatDesign reserves the right to suspend all development projects, hosting arrangements or other services with a particular client if BatDesign deems it appropriate to do so, for reasons which might include inappropriate or unprofessional behaviour on behalf of the client, late settlement of invoices or a lack of confidence in the ability to settle future invoices, questionable project material/content or unreasonable or unrealistic demands made on BatDesign or its staff.
5. Payment.
Payment is due strictly within 14 days of the invoice date. The client agrees to pay all charges for BatDesign services at the prices in effect at the time of payment becoming due. BatDesign reserves the right to alter or amend charges on giving not less than 14 days notice.
In accordance with The Late Payment of Commercial Debts Act 1998 interest will be charged on all invoices paid late. Our terms are strictly 14 days from the invoice date. Interest rate applicable will be 2% above base rate pa (proportionately).
BatDesign reserves the right to suspend or terminate the client's services where payment is not made within 14 days of payment becoming due. the client's services continue to accrue charges while suspended. Charges for Web Space are based on a maximum data transfer level per month per site, dependent on the hosting package chosen which will be stated on the invoice. Transfers in excess of this without prior and formal agreement are charged at £20 per GB . BatDesign reserve the right to apply a surcharge in the unlikely event that accesses exceed this limit. We cannot transfer Domain Names until all outstanding accounts are paid.
The Client shall bear the legal cost's incurred by BatDesign if an invoice is not paid after 14 days.
No payment will be due for any requested domain hosting transfer if the domain transfer is carried out on the nearest Friday to receiving full information to effect the transfer. If a quicker service is required, an administrative charge will be made.
6. Limitation of liability.
BatDesign will at all times endeavour to provide an uninterrupted and error free service, however BatDesign has no obligation, duty, liability or otherwise beyond that of a duty to exercise reasonable skill or care. BatDesign is in no circumstances liable in contract or otherwise for direct or indirect loss of profits, savings or for any economic or consequential loss whatsoever arising from the use of BatDesign's services.
In the event BatDesign are deemed liable, BatDesign's liability shall be limited as a maximum to the amount the client has paid in respect of the service for the period in which the incident or incidents occurred.
7. Severability.
If any provision in this agreement is judged to be illegal or unenforceable, the remainder will not be prejudiced and will remain valid and in force.
8. Contract Terms
Website Design or CD-ROM Production Services are billed for in one of two ways which is chosen and agreed with the client before project commencement. These two billing methods are Fixed-Price Based and Timesheet Based. If the client is unsure which billing method your proposed project is based on, it is vital that the client contacts BatDesign to find out before development commences else responsibility resides entirely with the client. The client must ensure it is familiar with and complies to the terms applicable in either section 8.1 or 8.2 below.
See also Section 4.
8.1 Terms for Fixed-Priced Based Contracts
Quotes for Fixed-Priced Based contacts are offered to the client before work commencement, by either post, email, or verbally. The fixed quote offered will be the exact amount invoiced for.
During the development of a Fixed-Priced Based contract, deviation from the original website specification by the request of extra features, pages, text, pictures or anything else that was not specifically and entirely requested prior to the original quote, is acceptable and will be processed at the discretion of BatDesign but the extra time or costs incurred will be billed for appropriately, at the present hourly rate or by any other applicable means. It is the client's responsibility to enquire if any new requests/changes/upgrades might incur an extra charge and if so at what cost, else the work will be done automatically and billed for appropriately.
It is the client's responsibility to ensure that the project specification is complete and accurate before a quote is offered.
Deadlines for Project Completion may be stated by the client, and/or an expected date of project completion may be offered by BatDesign. In all cases, BatDesign will endeavour to meet such dates, but is in no way liable directly or indirectly, financially or otherwise, by failing to do so. It is the client's responsibility to ensure that adequate leeway is in place to account for any possible delays that could occur, through the fault of BatDesign or not.
BatDesign will in most cases, request an external and independent company to carry out a financial audit on any new BatDesign client before a quote is offered. Clients found to be in good financial standing, will normally be invoiced for a deposit of 33.3% of the total project quote, although this value could vary from 0% to 100% at the discretion of BatDesign. This deposit will be invoiced for, and cleared payment must be received back from the client before work commences. In normal circumstances, the remaining balance of the original quote will be invoiced for on project completion. In other circumstances (usually with larger contracts), and agreed with the client at the quote stage, payment stages may be established at certain points during the project's development where given divisions of the total project quote will be invoiced for.
Clients found by the financial audit to be of inadequate financial standing will be invoiced for 100% of the project quote, which must be settled prior to the project starting.
8.2 Terms for Timesheet Based Contracts
Timesheet Based contracts are billed for entirely on the time spent to development the project, and are always Hours X Rate, where Rate is the company's applicable hourly rate at that time or another hourly rate if agreed in writing before hand.
Invoices will be dispatched to you for payment at the end of every month in which development services have occurred, for the total amount of hours accumulated during that month.
The client understands that site design and development costs are hourly, and any quote offered to the client is merely an estimation. The client understands that the actual hours accumulated on a project, and therefore the amount of hours charged for, could either be above or below the estimated quote. The client understands that additions, requests, amendments or further work of any kind introduced during the development process, will invariably result in the project accumulating more hours and being charged for accordingly.
It is the client's responsibility to ensure that the project specification is complete and accurate before a quote is offered.
Deadlines for Project Completion may be stated by the client, and/or an expected date of project completion may be offered by BatDesign. In all cases, BatDesign will endeavour to meet such dates, but is in no way liable directly or indirectly, financially or otherwise, by failing to do so. It is the client's responsibility to ensure that adequate leeway is in place to account for any possible delays that could occur, through the fault of BatDesign or not.
8.3 General Terms for All Contracts
A cancellation fee of 75% of the original quote will be made if, with no breach of this Agreement on the part of BatDesign, the contract is terminated or cancelled by the client at any point from a go-ahead up to 50% of project completion. From 50% complete to 100% complete, 100% of the original quote will be invoiced for. Regardless of the level of project completion, if a project is terminated or cancelled by the client without a breach of this Agreement on the part of BatDesign, the intellectual property rights, ownership and copyright for any work already completed on the project will remain with BatDesign.
See also Section 4.
9. Intellectual Property.
All Domain Names are registered by BatDesign. No responsibility can be taken for any infringements arising from Domain Name registration. Client's logos, artwork, graphics, photo's and copy etc remain the client's intellectual property. Design and Programming of all source codes, html and graphics are the intellectual property of BatDesign.
10. Entire Agreement.
This agreement constitutes the entire agreement between BatDesign and the client. In making this agreement each party confirms that they have not relied on any inducement not recorded in this agreement.
11. Price/Quote/Tender validity.
Estimates and Quotations are provided subject to signed off functional specification. All prices, quotations communicated are subject to change without notice. Tenders and Quotes are valid for 60 days from the date of the Tender or Quote, unless explicity stated otherwise.
12. Declaration
The client agrees that the use of BatDesign's service is at all times subject to the terms and conditions of this agreement. By Using BatDesign services, the client confirms acceptance of and agree to be bound by this agreement.