TERMS AND CONDITIONS
DEFINITION OF OUR TERMINOLOGY AS USED WITHIN THIS DOCUMENT:
A ‘Project’ is any work is undertaken or service provided by Intuitive Marketing Agency for the client on their request and as described in our proposal/confirmation order email to that client.
‘You’ or ‘Client,’ is a person, persons, business or organisation using any of the services provided by Intuitive Marketing Agency.
‘We’ or ‘Us’, means Intuitive Marketing Agency.
‘Live’ means the date the website is available on the Client’s chosen domain.
‘Domain’ is the website address as specified by the Client.
‘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 Client’s website activated online.
‘Content’ is both text and images that the Client requires on the website.
1.1 The contract between Intuitive Marketing Agency 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.
1.2 Intuitive Marketing Agency reserves the right at any time without notice to remove any Client from its services, web hosts, for breach of Inappropriate Material, or for linking to Inappropriate Material, even before acceptance of the contract.
1.3 The Client is deemed to have accepted and agreed to these Terms and Conditions by notifyingIntuitive Marketing Agency of their intention to commence/continue with the services provided by Intuitive Marketing Agency, or by paying or continuing to pay any order, invoice or regular payment.
1.4 The works to be carried out shall be as set out in the Intuitive Marketing Agency proposal/invoice, which can be found attached to the confirmation order email. Any other services/work not included in the proposal/invoice do not form part of the contract. The Client agrees to check the details of the proposal/invoice are correct. Any discrepancies or queries should be brought to the attention of Intuitive Marketing Agency by email before acceptance of the contract.
1.5 Additional work requested by the Client not specified in the proposal/invoice is subject to an additional proposal/invoice. The Client agrees and understands that any additional work may affect the time scale of delivery of the project.
1.6 The proposal/confirmation order email is valid for 30 days from the date of issue. After 30 days We reserve the right to alter or decline to continue with the proposed Project.
1.7 The Client will provide Intuitive Marketing Agency with any reasonably requested information and Content in a timely manner. We will not be held liable for any missed launch date or deadline as a result of You supplying information late or not approving/signing off work at any stage.
1.8 You accept that you will responsibly use and abide by the terms of any third party software or media included within any work done for You.
1.9 You agree that Intuitive Marketing Agency has the right to include any work done for You in its portfolio and write about the project on other websites or media. If you do not authorise Us to do this you are required to notify us in writing in advance of the website going Live.
2. LEGALITIES, COPYRIGHT, AND INTELLECTUAL PROPERTY
2.1 Intuitive Marketing Agency 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. It is important that the website is not in any way illegal. The Client agrees that any images or Content supplied by You or used on your website is legally available for You to use or used with full permission of the original author(s). We cannot be held responsible for the illegal use of images, Content or format of material supplied by the Client. Intuitive Marketing Agency reserve the right to remove any website from its servers if it has reason to believe that it is operating illegally, inappropriate, contains a virus or hostile software, constitutes harassment, racism, violence, obscenity or spam, infringes privacy or copyright.
2.2 Where images used on the website have been purchased by Intuitive Marketing Agency on behalf of the Client, these images are restricted by a license for use on the website only. Intuitive Marketing Agency is not liable for misuse of these images by the Client or any other person copying, altering or distributing the images to individuals or other organisations.
2.3 Intuitive Marketing Agency cannot be held responsible for anything adversely affecting the Client’s business operation, sales, or profitability that might be claimed as a result of a service offered by Intuitive Marketing Agency.
3. PAYING FOR YOUR PROJECT AND PAYMENT TERMS
3.1 We charge for the design and development of websites at various stages. Before we start work, a 50% deposit of the total sum due is payable (the deposit). When the website design is approved by You and the home page is completed, a further 25% is due (design payment). The final 25% is payable when the website is complete and ready to ‘go-live’ (final payment). Your website will only be switched to ‘Live’ mode when it has been paid for, in full. The initial deposit payment is non-refundable after Intuitive Marketing Agency has committed resources or completed research and/or design work on the Client’s behalf.
3.2 All invoices must be paid within 28 days of the invoice date.
3.3 Once the site is Live any cancellation of your standing order/direct payment during the first 12 months will be deemed a breach of contract. You will be liable for the balance of the contract which is to be paid within 3 days.
3.4 If You request Us to suspend work or delay our work for more than 7 days you shall be required to pay Us for work already carried out and for fees incurred.
3.5 Intuitive Marketing Agency will charge 2% fee for all payments made using a credit or debit card. Our service provider charges this fee due to the costs incurred by Intuitive Marketing Agency for receiving such payments. If this is not acceptable to the Client, We also accept BACS and cheques as alternative payment methods, which will incur no payment fees. If paying by cheque, please understand that We will have to allow the cheque to clear the banking system before starting or continuing with your project.
3.6 Intuitive Marketing Agency own all web designs, images not supplied by You, pages, code and source files created until final payment has been received in full and by prior agreement. Without an agreement, ownership of all designs and code will remain with Us.
3.7 Prices are subject to change without notice.
3.8 We reserve the right to carry out further work on the Project if You have any outstanding invoices.
3.9 We reserve the right to remove our work carried out on your behalf from the internet if any payments are not received. This will be considered a breach of contract if payments remain outstanding.
4.1 Email is our primary method of contact with regard to all communication for the design and development of your website. Email is obviously the most efficient and cost-effective form of contact. If You have any problems with the design or development of your website that your developer is unable to resolve by email, You can contact our telephone support service during UK office hours.
4.2 It is the Client’s responsibility to inform us of any change in email address so We always have valid contact details. We cannot be held liable in any way for problems relating to communication issues if We are not supplied with a valid email address.
4.3 It is important for the Client to keep in contact with Intuitive Marketing Agency throughout the entire project. If a Client does not make contact for more than 4 weeks, We will make reasonable attempts to contact the Client by email using the email address for the Client held on file. If We do not receive a response to these attempts of contact within 7 days the Project may be terminated, and the deposit will not be refunded. If the Client wishes to postpone the Project for a period of longer than 2 weeks, please contact us. Otherwise, the Project may be archived. We reserve the right to levy a £100 administration fee if the Client returns after an unapproved postponement period and wishes to continue work on their project.
5. WEBSITE DESIGN / DEVELOPMENT AND MAINTENANCE – Minimum website maintenance contract length is 3 months, with a 90-day notice period, unless otherwise agreed or specified in writing.
5.1 Design is subjective, and for this reason, We offer a reasonable number of ‘design revisions’. This means that We will work with You on your design concept until You are happy with our proposal but there can be no more than 2 major revisions. The design revision period ends when the Client accepts the design proposal and homepage draft. Design changes beyond this point are subject to additional charges.
5.2 NATURE OF COPY – CLIENT agrees to exercise due diligence in its direction to us regarding the preparation of materials and must be able to substantiate all claims and representations. You are responsible for all trademark, service mark, copyright and patent infringement clearances. You are also responsible for arranging, prior to publication, any necessary legal clearance of materials We prepare.
5.3 CONTENT –Intuitive Marketing Agency require within a reasonable time everything requested to complete the Project including all Content but not limited to text, images, videos, logos and artwork before any website design or development work is to commence.
5.4 LEAD TIMES – Lead times that are given in proposals are estimated under the agreement that INTUITIVE MARKETING AGENCY receive all relevant Content prior to the beginning of any project(s) unless We are clearly instructed to produce the required Content before the Project starts. However, the dates and lead times have given are for guidance only. Open Source Software (OSS) is publically available software that may be adapted or modified to suit particular applications. OSS may be used to help develop elements of the functionality of the Client’s website to speed development and add functionality. Where OSS is used, the ownership of the site coding and any customisations made by the developer is still passed to the Client upon final payment.
5.5 We cannot guarantee complete and/or long-term compatibility of the website across all major browsers or platforms or handheld device because of updates/upgrades by their owners nor that the functions contained within your web pages will always be error free.
5.6 We cannot guarantee the compatibility of the website in an old browser and platform software.
5.7 WEBSITE MAINTENANCE CONTRACTS – Maintenance contracts are available where the Client requires on-going work on their website project, each Project will be quoted on hours of work required per month and priced accordingly. Any work carried beyond the agreed times per month will be charged at our prevailing hourly rate of £75 per hour plus vat.
6. WEBSITE HOSTING AND EMAIL
6.1 Intuitive Marketing Agency will host the website if the Client requires us to do so and on receipt of full payment of our Hosting fees. In doing so, Intuitive Marketing Agency will provide a reliable and professional service to the Client at all times, excluding unavoidable technical failures.Intuitive Marketing Agency provides different levels of Hosting solutions. Each solution will be offered to meet your projected website visitor numbers. Based on visitor growth Intuitive Marketing Agency may recommend that You upgrade to meet the demand of these visitors in the future, which may incur an additional cost. You will be consulted and your agreement sought before any changes are made to your Hosting platform.
6.2 Intuitive Marketing Agency Ltd Hosting is annually renewable. The date of renewal will be 12 calendar months from the date the website was made Live.Intuitive Marketing Agency will contact the Client within 4 weeks before the renewal date and Hosting services are not obligated.
6.3 The Hosting renewal charge must be received within 10 days of the Hosting expiry date. We reserve the right to deactivate any website when the Hosting has expired and the Client has not paid the renewal charge. We reserve the right to charge an administration fee of £100 plus for reactivating the website/Hosting.
6.4 If the Client does not use Intuitive Marketing Agency Ltd hosting services, then the management and hosting of the Domain name are the full responsibility of the Client.
6.5 If the Client does not wish to renew the Hosting, the site files and associated data can be made available to the Client fee free on request and the Domain name can be transferred to the Client’s registrar account. Should the Client instruct us to upload and configure the site and Domain name to a third party server this work will be subject to charge. Intuitive Marketing Agency reserve the right to delete the website from our servers 3 months after the date your Hosting expired if You choose to not renew the Hosting.
6.6 Email Hosting is provided via a third party solution. Intuitive Marketing Agency cannot be held responsible for any downtime outside of our control. This may include, but is not limited to, technical faults, DDoS (Distributed Denial of Service) attacks, internet downtime, and mail blacklisting.
7. SEO AND ONLINE AND EMAIL MARKETING SERVICES – Minimum online marketing contract length is 3 months, with a 90-day notice period, unless otherwise agreed or specified in writing.
7.1 Intuitive Marketing Agency will provide Client with Search Engine Optimisation Services (hereinafter referred to as “SEO”) as described in this contract.Intuitive Marketing Agency will use specific keywords and/or phrases to improve the search engine ranking of the Client’s website.
7.2 The total fees and charges for the SEO services to be provided is quoted in your proposal. All fees and charges must be paid in full prior to the start of a campaign. Intuitive Marketing Agency's SEO services are intended to serve two main purposes: 1) to provide the Client with increased exposure in search engines, and 2) to drive targeted online traffic to the site.Intuitive Marketing Agency's SEO Services will include (but are not limited to):
(a) Researching keywords and phrases to select appropriate, relevant search terms.
(b) Obtaining “backlinks” from other related websites and directories in order to generate link popularity and traffic.
(c) Editing and/or optimisation of text for various html tags, meta data, page titles, and page text as necessary (up to an agreed number of pages).
(d) Analysis and recommendations on optimal website structure, navigation, code, etc. for best SEO purposes.
(e) Recommend, as required, additional web pages or content for the purpose of “catching” keyword/phrase searches.
(f) Create traffic and ranking reports for your website and any associated pages showing rankings in the major search engines via online tools.
7.3 For the purposes of receiving professional SEO services, Client agrees to provide the following:
(a) Administrative/backend access to the website for analysis of content and structure.
(b) Permission to make changes for the purpose of optimisation, and to communicate directly with any third parties, e.g., your web designer, if necessary.
(c) Unlimited access to existing website traffic statistics for analysis and tracking purposes.
(e) Your Domain email address for the purposes of requesting links (something like email@example.com)
(f) Authorisation to use Client pictures, logos, trademarks, web site images, pamphlets, content, etc., for any use as deemed necessary by Intuitive Marketing Agency for search engine optimisation purposes.
(g) If Client’s site is lacking in textual content, Client will provide additional text content in electronic format for the purpose of creating additional or richer web pages. Intuitive Marketing Agency can create site content at an additional cost to the Client. If Client is interested in purchasing content from Intuitive Marketing Agency, please contact Intuitive Marketing Agency for a cost estimate.
7.4 Client must acknowledge the following with respect to SEO services:
(a) All fees and charges are non-refundable.
(b) All fees, services, documents, recommendations, and reports are confidential.
(c) Intuitive Marketing Agency has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future. The Client’s website may be excluded from any directory or search engine at any time at the sole discretion of the search engine or directory.
(d) Due to the competitiveness of some keywords/phrases, ongoing changes in search engine ranking algorithms, and other competitive factors, Intuitive Marketing Agency does not guarantee #1 positions or consistent top 10 positions for any particular keyword, phrase, or search term.
(e) Google has been known to hinder the rankings of new websites (or pages) until they have proven their viability to exist for more than “x” amount of time. This is referred to as the “Google Sandbox.” Intuitive Marketing Agency assumes no liability for ranking/traffic/indexing issues related to Google Sandbox penalties.
(f) Occasionally, search engines will drop listings for no apparent or predictable reason. Often, the listing will reappear without any additional SEO. Should a listing be dropped during the SEO campaign and does not reappear within 30 days of campaign completion, Intuitive Marketing Agency will re-optimise the website/page based on the current policies of the search engine in question.
(g) Some search directories offer expedited listing services for a fee. If the Client wishes to engage in said expedited listing services (e.g., paid directories), the Client is responsible for all paid for inclusion or expedited service fees. Intuitive Marketing Agency can offer a list of expedited listing services upon request.
(h) Linking to “bad neighbourhoods” or getting links from “link farms” can seriously damage all SEO efforts.Intuitive Marketing Agency does not assume liability for the Client’s choice to link to or obtain a link from any particular website without prior consultation.
(i) Intuitive Marketing Agency is not responsible for changes made to the website by other parties that adversely affect the search engine rankings of the Client’s website.
(j) Additional Services not listed herein (such as managing social media management, Social Media Advertising, pay-per click campaigns, copywriting, link baiting, etc.) will be provided for a fee and quoted for.
(k) The Client guarantees any elements of text, graphics, photos, designs, trademarks, or other artwork provided to Intuitive Marketing Agency for inclusion on the website above are owned by the Client, or that the Client has received permission from the rightful owner(s) to use each of the elements, and will hold harmless, protect, and defend Intuitive Marketing Agency and its subcontractors from any liability or suit arising from the use of such elements.
(l) Intuitive Marketing Agency is not responsible for the Client overwriting SEO work to the Client’s site. (e.g. Client/webmaster uploading over work already provided/optimised). The Client will be charged an additional fee for re-constructing content, based on the hourly rate of £75 per hour. Notwithstanding any other provision of this Agreement, Intuitive Marketing Agency's obligation to provide free SEO services shall cease in the event the Client’s conduct overwrites the SEO services provided. For example, if the Client’s Webmaster uploads content without consultingIntuitive Marketing Agency, thenIntuitive Marketing Agency's obligation to provide SEO services for free shall terminate.
8. DOMAIN NAMES AND LINKS
8.1 If required, Intuitive Marketing Agency Ltd can register a Domain name on behalf of the Client once we have received payment in full. Although the Domain names are registered to us, the Client is the legal owner of the Domain and if they request to have details changed or the Domain transferred elsewhere, We will do this within a reasonable timeframe. Intuitive Marketing Agency Ltd provides links or references to our Client’s websites 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.
8.2 The Client agrees that We may include a small credit or link within any code, builds or were amended by Us. This credit or link can be removed if You request it.
9. LIABILITY – Intuitive Marketing Agency excludes itself, its employees and/or agents from all and any liability as a result of:
9.1 Loss or damage caused by any inaccuracy
9.2 Loss or damage caused by delay or error in the production of the website
9.3 Loss or damage caused by an omission
9.4 Loss or damage caused to your artwork and/or images.
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.
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.
We reserve the right to terminate a Project with You at any time without prior notification if you breach these terms and conditions.
Intuitive Marketing Agency reserves the right to alter these Terms and Conditions at any time without prior notice.