1. Definitions
In these terms and conditions:
The "Company" means LikeToHelp Ltd.
The "Client" means the person or entity which has agreed to purchase goods and services from the Company.
The "Project" means the project that the Client has instructed the Company to carry out pursuant to the agreement, including
development and maintenance of the Client's website.
The "Agreement" means the overall agreement between the Company and the Client in relation to the Project including these terms and
conditions.
The "Referrer" means the person who has referred the "Client" to the "Company" for the purposes of carrying out the "Project" in relation to the "Agreement".
2. Acceptance
These terms and conditions take precedence over each conflicting term and condition which may be
put forward by the Client at any time. These terms and conditions are available on the Company's
website and should be viewed by the Client prior to entering into the Agreement. Upon entering in the
Agreement, the Client confirms that it has read these terms and conditions and accepts them in their
entirety.
3. Scope
The Client and the Company have agreed the basic scope and nature of the Project prior to entering
into the Agreement. The scope of the project is defined in its entirety in the Companies Specification document. Any changes to the scope and/or nature of the Project after the agreement has
been entered into shall be agreed by both the Client and the Company with evidence in writing and maybe
chargeable at an additional cost agreed between the Client and the Company. The Company reserves the right to alter the agreed
price to reflect the changes in scope and/or nature of the Project.
4. Content
4.1 The Company reserves the right to control and restrict any content on the Client's website and shall
have sole discretion to delete and remove, without advance notice, any information deemed by the
Company as illegal, tortuous, false, misleading, fraudulent, libelous, immoral, offensive or otherwise not
in conformity with the policies and style of the Company. The Client acknowledges that the Company
may unilaterally write or re-write reasonable rules and regulations necessary for the orderly operation of
the website on the Internet and that the Client will be bound accordingly.
4.2 Although the Client shall have the right to approve the design, content and links to and from the
Client's website, the Company assumes no responsibility to do so. The Client agrees to be solely
responsible for the content of its website and the accuracy of all information provided therein. The
Company reserves the right to include a reference to the Company on the Client’s website.
4.3 With the exception of trademarked, copyrighted or other proprietary information regarding pictures,
images and logos that directly identify the Client, the Client grants to the Company an indefinite,
irrevocable, royalty-free, unrestricted right to use, transfer or modify and maintain content prepared by
the Company on the Client's website. The Client represents and warrants that:
(a) the use; as contemplated by the Agreement, of the material supplied by the Client shall not infringe any copyright, trademark, trade secret or third party proprietary right;
(b) there is no impediment to the Client's performance of its obligations hereunder.
5. Marketing
The Company does not guarantee high search engine ranking of the Client’s Project. The Company will endeavour to achieve the highest possible ranking if the Client has specifically instructed the Company to do so and paid the fees related to the specific search engine optimisations. Achieving a listing on the first page of Google is subject to the competitiveness of the keyphrases used in the Client's website.
6. Timescales
Website design, production, testing and deployment timelines are dependent upon Client input and
approvals at each stage of the development process. Without this input Project times may vary and the Client will accept these accordingly.
7. Company Interests
The Client acknowledges and agrees that the Company may provide websites to other persons or
businesses including those in the same or similar line of business as the Client.
8. Termination
In the event of default under this Agreement, the Company shall have the right to terminate the
Agreement and to remove the Client's website from the Internet. The Client shall have no right to a
refund of any kind and will be responsible for all costs and fees incurred by the Company in connection
with Client's breach of this Agreement. In the event of the Client terminating the agreement before Project completion, the Client shall pay the Company 50% of the total agreed Project cost to cover work undertaken by the Company.
9. Costs
The Client shall pay for the work, including all the website design, development, testing and deployment
costs as specified in the Agreement.
This shall include:
· A non-refundable fee of 30% of the total project cost is to be paid by the Client to the Company upon execution of the Agreement by the Company.
· A non-refundable fee of 30% of the total project cost is to be paid by the Client to the Company upon the release of the website into Client proofing.
· The remaining fee of 40% of the total project cost is to be paid by the Client to the Company once the website is live and the Project is complete.
· Any annual hosting fees are payable by the Client to the Company upon signing and return of the Agreement by the Client to the Company.
· Annual charges relating to SSL certificates is payable to the Company one month in advance of the first month when the SSL certificate comes into force.
Any amendments or extra functionality above and beyond that agreed in the Requirement Specification are chargeable at an additional cost agreed between the Company and the Client. This is payable in full upon
project completion.
10. Liabilities
10.1 The Client agrees to hold the Company and its agents harmless from and against any and all
claims and damages, expenses or liability that arises from or in connection with the Client's website,
content or activities, including but not limited to, any solicitor fees incurred by the Company. The Client
at its own cost and expense shall defend any and all actions, which may be bought against the
Company. The Client's failure to perform under the terms of this paragraph shall be deemed a waiver of
any and all claims, demands and remedies, or cause of action, including specific performance, which
the Client might otherwise have against the Company and its agents, which under no circumstances will
be liable for lost profits, lost opportunities, indirect, incidental or consequential damages for the Client.
10.2 In no event shall the Company and its agents be liable to the Client for damage, whether direct,
indirect, consequential, exemplary and punitive or otherwise, arising out of any service
provided or arranged by the Company. The Company shall not be liable for any error, omission, defect
or deficiency in any service, which results from the Client's failure to provide complete, accurate and
current information to the Company. Under no circumstances shall the Company and its agents be
liable to the Client for any Internet interruptions beyond the Company's control, including without
limitation, any downtime regarding computer services or interruption of Internet service providers.
10.3 This Agreement shall be interpreted and construed under the laws of England. The parties agree
that during any action taken in England, the parties do hereby waive all questions of personal
jurisdiction or venue for the purpose of carrying out this provision.
11. Intellectual Property Rights
All intellectual property and industrial property rights throughout the world in patentable and non patentable
inventions, source code and components, discoveries and improvements, processes and
know-how, copyright works and the like discovered or created by the Company in the course of or as a
result of the discharge of obligations under the Agreement shall vest in and be the absolute property of
the Company.
12. Uses of Information
The Client agrees that the Company and its affiliates may collect and use technical information gathered as
part of the product support services provided to the Client, related to the Project. The Company may
use this information solely to improve its products or to provide customized services or technologies to
the Client and will not disclose this information in a form that personally identifies the Client.
13. Data Backups
Unless agreed otherwise, data backup’s will be made on a monthly basis by the Company on behalf of
the Client as part of the Agreement. The Client agrees to hold the Company and its agents
harmless from and against any and all claims and damages, expenses or liability that arises from any
loss of data or loss of business as a result of loss of data. The Company shall not be obliged too but
will attempt to restore data from one of the monthly backups. This may result in some loss of Client data
but the Client shall no way hold the Company responsible in these circumstances.
14. Referrals and Commissions
The Referrer shall receive £50 commission for every Project upon successful completion of the Project by the Company on behalf of the Client.
The Company will monitor this offer on an on-going basis and reserves the right to modify, suspend, or cancel the program at any time and for any reason during the duration of this Referral program.
15. Hosting
We cannot guarantee that the Companies system and the Clients website will work on hosting solutions other than that recommended and provided by the Company. If the Client wishes the Company to use another hosting solution other than that recommended by the Company, the Company will consider this as long as that hosting solution supports .NET v3.51 and WSE. The Company reserves the right to refuse Client requests to use hosting companies not approved by the Company.
16. Testing
Websites will be tested in Internet Explorer 7, Internet Explorer 8 and Mozilla Firefox 3.x. Testing that is required by the Client in browsers other than those mentioned will be chargeable at additional cost agreed between the Client and the Company. This is payable by the Client to the Company in full upon Project completion.
16. Designs
Upon the Client choosing a design from the Company library of designs, the Company agrees to update the following within the price of the chosen package:
· The Clients logo can incorporated into the design as long as it is the same dimensions as the example logo within the chosen design.
· Font styling including the font face and colours can be updated to the Clients choosing.
· Hyperlink styling can be updated to the Clients choosing.
Any additional design updates required by the Client maybe chargeable at a cost agreed between the Client and the Company.