Standard Trading Terms and Conditions

Terminology

Where the context admits:

"We" includes KleverIdeas, KleverIdeas.com or any party acting on KleverIdeas implicit instructions.

"You" includes the person purchasing the services or any party acting on the client’s instructions.

"Project" Any work undertaken by us for you is a project and constitutes but is not limited to web design, hosting, logo design, marketing materials, search engine optimisation or search engine marketing. A project can form one or more elements and describes the work in its entirety.

“Proposal” a document detailing the scope of the project and includes project details and costs.

“Delivery” is the process of development and or creation of your project.

“Live” or “completed”; when a website is completed and available on the clients domain, or when any other project type is ready for handover.

“Domain” is the website address or URL as specified by the client.

“Content” refers to both images and text the latter may also be referred to as copy.

“Hosting” is the service that enables your website to be viewed online and incurs an annual subscription cost.

Terms & Conditions

1) The KleverIdeas Internet name, logo and KleverIdeas.com website are trading styles of KleverIdeas Limited (“KleverIdeas”), registered at 2nd Floor, 145-157 St. John Street, London, EC1V 4PY. Your agreement and business relationship will be with KleverIdeas for the development of this project.

2) Your project will be co-coordinated by your own dedicated development manager who is a highly talented project development manager. Your development manager should be your first point of contact throughout the delivery process. You should ensure that your development manager is fully aware of all communications on the project to ensure they can manage your project to the best of their abilities. Your development manager will be assigned to you at the start of your project and will help you with every aspect of your project and its requirements.

3) Your project will be carried out inline with the agreed proposal. The proposal will require signature by both parties prior to any works commencing.

4) It is your responsibility to ensure that any proposals / instructions we ask you to sign off are fully correct and complete prior to signing them. Any errors or omissions on any proposals / instructions are your sole responsibility and we will not be held liable.

5) Email is our preferred method of contact, advise us at the beginning of the contract whether this contact method is not acceptable to you and we will try to accommodate your preferred method. Unless otherwise instructed prior to contract commencement our method of contact throughout the entire project lifecycle will be email. It is imperative that we have a correct email address throughout this period. We will not be held liable for any communication issues as a result of an incorrect email address, please ensure you check all of your email folders including spam.

6) We will respond to all requests / communication within 3 working days.

7) We ask that you respond to our communications in a timely manner throughout the entire project lifecycle. Unless we are advised of a communication break i.e. holiday in good notice and should you not make contact with us for a period of 2 weeks (10 working days) from our initial contact we reserve the right to terminate the project. No project refunds are available. We will try our upmost to get hold of you during this period and you shall receive no fewer than 5 emails requesting contact during this period.

8) We will not be held liable for the delay in completion of your project as a result of communication delays.

9) Your project will only commence upon receipt of a non refundable 50% deposit. The final 50% or balance is to be made prior to your website going live or when work is completed. Your website will be switched to live and / or your project works will be handed over following receipt of the balance.

10) ETA’s are estimated times of completion and are not guaranteed. We will endeavour to do our best to achieve any ETA given by us, although any given date is purely indicative. We cannot guarantee or will be bound by any date given by one of our employees. Delays to project completion can be due to communication (from you to us) i) the supply of content ii) technical issues iii) employee sickness iv) 3rd party issues and v) Force majeure (act of God).

11) We maintain the right to refuse any material which may be deemed to be offensive, abusive, indecent, defamatory, obscene, menacing or in any breach of confidence, copyright, privacy or any other right or law in any way thought to be unsuitable for reproduction.

12) It is your duty to establish the rights to any content supplied for inclusion on your web pages or other project works. We will not be held responsible for any breach of copyright or any other right caused by reproduction of content supplied by you.

13) Where we have purchased content to be used on your website or within other project works, this content is strictly for use within that project. We will not be held responsible for misuse of, copying, reproduction or distribution of the content for any other use than the on it was originally purchased for.

14) It is your responsibility to write all copy for your website (unless you have contracted us to create it). If the copy is not provided at least 2 weeks prior to the estimated project completion date we will populate all text areas with 'dummy copy' and continue as if the copy was provided. At the end of the project the remaining payment will be due. We will then add your copy when it has been provided to us in full and do this free of charge at that time. Copy should be provided to us in a digital format i.e., email, word document, text document, etc. We are not liable for any mistakes in any copy i.e., spelling and grammar.

15) Once a project stage has been “signed off” all work within that stage will be considered final and fully approved by you. Any further change to work that has been signed off may require an additional “bolt on” contract to cover additional work required.

16) We will hold intellectual copyright of any material, including any source code, created for you until payment of the final invoice. At this time it will become your property.

17) If you edit any part of any code we have built for you during the delivery stages or during the bug fixing period this will void all free bug fixes and any bugs that require fixing will be charged at the current coding rate at that time. We request that you refrain from editing any code during the delivery stages or bug fixing period as just a small change can have a very large negative impact on other areas of a system. The 90 days unlimited bug fixes start from the first day we take your system fully live and the world can access it from its domain name.

18) You should change any passwords you have given to us when we no longer require any access for your own protection. We cannot be held liable for any access violations resulting from access details remaining the same as during the delivery and bug fixing stages.

19) All third party costs arising from the registration of a domain name shall be met by you. We recommend that you register your own domain names so that you have full ownership of these but where we have registered a domain name on your behalf we agree to transfer this domain name to you immediately upon request.

20) If you decide to choose an alternative hosting service the management and hosting of your website and its domain become the full responsibility of you. We are not liable for any domains which are not by managed by us.

21) Where managed by us domain name renewals and / or hosting charges will be notified in writing to you one month prior to their renewal. All costs for domains and / or hosting renewals will be met by you prior to their expiry else the domain and hosting will lapse. We are not responsible for domain / hosting lapses where domain costs are not covered by you prior to their expiry. Your website will not be available to the public in circumstances where hosting domain charges have not been settled.

22) One years free hosting is provided with all new website projects. Hosting charges for subsequent years are as follows: £45 on all non ecommerce websites, £95 on all ecommerce websites. Please ensure you have read and understood clauses 20 & 21 in relation to hosting your website.

23) Should you request to move your website hosting or domain away from us a £50 one time admin fee will be issued which must be paid prior to release.

24) Your website pages which have been designed and constructed by us shall have a link to our KleverIdeas.com website, appearing in small type or logo at the bottom of each webpage. If you wish for this to be removed, it must be agreed prior to the commencement of your project.

25) The website, material and / or systems are provided to you and accepted by you as a fully functioning, completed work. We are not responsible for future support outside of the scope of your project (unless specified). This can normally be provided upon request and for an agreed fee. No guarantee of future support is given unless an ongoing support package is negotiated.

26) We are not responsible for your on-going website promotion (unless specified) or the positioning it achieves.

27) When asked to provide search engine optimisation or marketing services for a client we cannot guarantee any specific search engine placement or high rankings on search engines. The order in which websites are ranked in the natural search results are controlled by the search engines. While we can professionally optimise your website for this we are unable to make any guarantees about the success of any search engine promotion activity as we do not own the search engines or control their 'rules'.

28) The final payment should be paid to us within 7 days of the final work being completed regardless if this is before any given ETA date. If the project has been delayed by you then the final payment will become payable on the ETA date. We will of course continue and finish off the work after such payment. Payments that are 30 days late or more from the first final payment request will incur a late payment charge of 10% of the amount outstanding. You will also be charged statutory interest of 8% above the reference rate (fixed for the six month period within which date the invoices became overdue) pursuant to the late payment legislation.

29) We reserve the rights to terminate the service to you forthwith in the event of any default of payment or for any other reason. Such termination is without prejudice to the rights of either party accrued prior to the date of termination.

30) Should you wish to cancel at any point during the process you shall remain liable for the work that has taken place and shall be invoiced accordingly.

31) Payment is currently accepted by cheque, bankers draft in UK Pounds Sterling or BACS / CHAPS transfer, unless otherwise agreed. If your cheque is returned by our bank as unpaid for any reason, you will be liable for a "returned cheque" charge of £25 plus VAT.

32) We will not be held liable for any delays, errors, losses arising from any 3rd party. Unfortunately malicious software, spy ware, viruses and website hacking are facts of life on today’s Internet. It is highly unlikely that these will affect your website, and we will endeavour to protect it from this as much as we can during its creation, but we cannot be held responsible for problems that develop on sites after we have handed them over to you. Unless hosting with us, responsibility for hosting and email with be between you and your hosting provider.

33) You shall indemnify us and keep us indemnified and hold us harmless from and against any claims, actions, proceedings, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses), suffered or incurred by us in consequences that you breach this agreement.

34) We will not at any time or in any manner, either directly or indirectly, use for our personal benefit, or divulge, disclose, or communicate in any manner, any information that is proprietary to you. We will act reasonably to protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this agreement.

35) We reserve the right to change or modify any of these terms or conditions at any time. In the unlikely event that such changes do occur we will write to you to inform you of any changes at least 5 working days prior to any change. Should clarification of any of the above be required please contact us.

36) You should ensure you fully understand everything contained herein and all documents / information we provide to you throughout the process and if you are do not fully understand any aspect please contact us to seek clarification.

37) This Agreement shall be governed by and construed in accordance with English law and the client hereby submits to the non-exclusive jurisdiction of the English courts, and any alteration to part of the agreement shall not invalidate the remainder.