TERMS AND CONDITIONS

BACKGROUND
(A) The Developer has developed and provides the services of designing websites, advertising product branding and marketing.
(B) The Customer wishes to use the Developer’s services in its business operations of constructing one website.
(C) The Developer has agreed to provide and the Customer has agreed to take and pay for the Developer’s service subject to the terms and conditions of this Agreement.

agreed terms
1 Application of Conditions

1.1 This agreement shall prevail over any inconsistent terms or conditions contained, or referred to in the Clients' purchase order, confirmation of order, acceptance of a quotation or specification, or implied by law, trade custom, practice or course of dealing.
2 Acceptance.
2.1 A copy of these terms and conditions must be signed by all new customers at the time of submission of work to Cirgeo Website Design, indicating agreement to and acceptance of these Terms and Conditions.
3 Charges.
3.1 Charges for services to be provided by Cirgeo Website Design are defined in the project quotation that the Customer receives via e-mail or Post. Quotations are valid for a period of 30 days. Cirgeo Website Design reserves the right to alter or decline to provide a quotation after expiry of the 30 days.


3.2 The developer will charge the client for any extra work in the future that falls outside of the agreement at the current day rate of development.
3.2 All website design services require an advance payment as means of a deposit, which is non-refundable after 14 days. The remaining balance of the project quotation total will be due upon completion of the work prior to upload to the server or release of materials.
Payment for services is due by cheque, Debit Card or Paypal payment.
4. Development Stage’s
4.1 Stage 1 “Planning” - the client will be appointed a project leader, who will work with the customer through all stages of development. Initial consultation will be required for the project leader to plan and document the proposed development. This consultation normally occurs via a telephone conference.
4.2 Stage 2 “Design” - The Developer will create the first concept of the client’s web site.
4.2.1 Once the client accepts the final design they will be required to sign a design sign off document. This document will confirm the client’s acceptance of the design and allow the developer to progress with the programming of the Web Site. Any design alterations after this date will be subject to additional cost at the developer’s discretion.
4.2.2 Cirgeo Web Design outsources design work to employees in another    country. If there is a problem with this then the client must make it clear before they pay the deposit.
4.3 Stage 5 “Testing” The project supervisor will guide the customer through the web site once all programming has been completed.
5 Customer’s Obligations
5.1 The customer shall 
5.1.1 Appoint 1 person who has the full authority of the customer to help the developer with the progression of the development including:
5.1.1.1 Supply of Content and Images
5.1.1.2 Ability to agree Designs and Functionality
5.1.1.3 Industry help should the developer require more understanding of the customers industry
5.1.2 Provide the developer with all necessary co-operation in relation to this Agreement; and
5.13 All necessary access to such information as may be required by the Developer;
5.14 Comply with all applicable laws and regulations with respect to its activities under this Agreement;
5.15 Carry out other customer responsibilities as set out by the developer, if the requested content is not provided within a given period of time and no communication has been received suggesting a reason for the delay with a new acceptable date arranged the following terms will become effective. If content is not provided within One (1) week of an official request by email then Cirgeo reserves the right to advise the Customer of a revision to the final payment fee based on new or revised pricing schedules that may be introduced from time to time. Two (2) weeks from the original email request then the Customer is considered to be in default of the commission, the project will be terminated and the Customer sent the final invoice for immediate payment. Cirgeo agree, at its discretion, to recommence the commission after agreement is reached on a new quotation document and once the original fees have been paid.


5.15.1  In the event of any delays in the Customer’s provision of such assistance as agreed by the parties, the Developer may adjust any timetable or delivery schedule set out in this Agreement as reasonably necessary
5.16 Agree that all copy and images provided by the customer for use on the web site will be free from copyright and/or have full rights of use.
6 Developers Obligations
6.1
The Developer undertakes that the Services will be performed with all reasonable skill and care.

6.2 This Agreement shall not prevent the Developer from entering into similar agreements with third parties, or from independently developing, using, selling or licensing materials, products or services which are similar to those provided under this Agreement.

6.3 The Developer shall keep confidential the details of any password provided to the Developer and shall not disclose the same to any third party (other than its employees who are required to know the same for the purposes of enabling the Developer to provide the Maintenance and Support Services). The developer is not liable for the loss of any profit or sales during the construction or hosting of the website.
7 Payment.
7.1 Invoices will be provided by Cirgeo Website Design upon completion of the work for Web Design and any associated services. Invoices are normally sent via email; however, the Customer may elect to receive hard copy invoices. Invoices are due upon receipt and no materials will be released until payment is settled in full. The customer will be invoiced every 2 months for any unpaid design work that is not covered by their deposit.
8 Default.
8.1 Undisputed Accounts unpaid thirty (30) days after the date of invoice will be considered in default unless agreement and good cause has been agreed by Cirgeo Website Design.
8.2 If the Customer in default maintains any information or files on Cirgeo Website Design Web space, Cirgeo Website Design will, at its discretion, remove all such material from its web space. Cirgeo Website Design is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Customer of the obligation to pay any outstanding charges assessed to the Customer's account.

8.3 Customers with accounts in default agree to pay Cirgeo Website Design reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Cirgeo Website Design in enforcing these Terms and Conditions.
9 Disputed Invoices,
9.1 In the event of a dispute arising out of or in connection with these terms or any contract between Cirgeo and the Customer, then the developer agrees to attempt to settle the dispute by engaging in good faith with the customer in a process of mediation before commencing arbitration or litigation.
9.2 If the Customer wishes to dispute any invoice or part of an invoice the Customer shall, within 5 working days after receipt of the invoice, deliver a notice in writing to Cirgeo Website Design setting out the nature of his dispute, otherwise the invoice is deemed accepted. Such notice shall in particular contain the following information: date and number of disputed invoice, amount in dispute, reason for dispute and any supporting documentation as appropriate.
10 Termination.

10.1 Termination of services by the Customer must be requested in a written notice and both parties will be required to serve 1 months notice, this will be effective on receipt of such notice.
E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing.
10.2 The Customer will be invoiced for design work completed to the date of first notice of cancellation for payment in full within 14 days.  
10.3 The Developer will assist the transfer of all paid data including Web Sites, content and images back into the ownership of the customer. The Developer will not be responsible for helping in restoring and creating the server structure needed to host any application.

11 Copyright.

11.1 The Customer retains the copyright to data, files and graphic logos provided by the Customer: and grants the Developer the rights to publish and use such material within the website and, for the sole purpose of this contract and development project. 
11.2
Any intended use outside of the website must be authorised by the Customer in advance and in writing.
11.3
The Customer must obtain permission and rights to use any information or files that are copyrighted by a third party. The Customer is further responsible for granting the Developer permission and rights for use of the same and agrees to indemnify and hold harmless the developer from any and all claims resulting from the Customer's negligence or inability to obtain proper copyright permissions.
11.4 A contract for Web site design and/or placement shall be regarded as a guarantee by the Customer to the developer that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
11.5 All images and content supplied by the developer will be free from copyright or carry permission to appear within the chosen development.
12 Images
12.1 The Developer will source professional and royalty free images for the use in the customer’s development.

13 Standard Media Delivery.
13.1 Unless otherwise specified in the project quotation, this Agreement assumes that all text will be provided by the Customer in electronic format and that all photographs and other graphics will be provided electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by the developer to return to the Customer any images or printed material provided for use in creation of the Customer's Web site, such return cannot be guaranteed.

14 Design Credit.

14.1 The Developer will place 2 small links at the base of the customers development pointing back to the Developers websites. The 1st Link will be named “Web Design” the Second will be named “SEO”
14.2 The 2 links placed on the web site must remain in place for the full term of the website. If the Customer wishes to remove them the developer’s permission must be sort first.

15 Access Requirements.
15.1 The Web site must be hosted with Cirgeo unless agreed otherwise. A £50 transfer fee will apply if the client wants to host their website with another web host. If the Customer has already paid for web hosting with another company then Cirgeo will give free web hosting (maximum of 1 year) until that contract has expired. Should the customer want to cancel the hosting then they must let Cirgeo know (by email or written letter) at least 1 month before the hosting and domain name registration is due for renewal.

16 Post-Placement Alterations.
16.1 Cirgeo Website Design cannot accept responsibility for any alterations caused by a third party occurring to the Customer's pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.

17 Domain Names.
17.1 The Developer may purchase domain names on behalf of the Customer.
17.2 Payment and renewal of those domain names is the responsibility of the Customer. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of Developer.
17.3 The Customer should keep a record of the due dates for payment to ensure that payment is received in good time.
17.4 All domain names purchased or transferred across to Cirgeo servers will at all times remain the property of the customer and can be transferred at any time to any server. The customer will be liable for supplying the new server IPSTAGS allowing the developer to release the domain.
17.5 Releasing a Customers Domain will incur a £25.00 charge for each Domain.
18 Hosting & Emails
18.1 The Customers Web Site is to be hosted on the Developers servers the customer agrees;
18.1.1 To pay the Yearly hosting fee within 30 days of the invoice being issued.
18.1.2 To only host the web site constructed by the developer
18.1.3 To ensure all material on the website is deemed fit for children.

19 General.

19.1 These Terms and Conditions supersede all previous representations, understandings or agreements. The Customer's signature below, payment of an advance fee or confirmation by e-mail constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.
20. Governing Law. This Agreement shall be governed by English Law.