Kaptivate Web Design & Media Terms & Conditions

    All services provided by Kaptivate to the Client are subject to the following Terms and Conditions.

1.CONTRACT

1.1

Contract Acceptance

    A copy of these terms and conditions must be signed by all new clients at the time of submission of work to Kaptivate, indicating agreement to, and acceptance of, these terms and conditions. Alternatively, approval for work to commence and payment of an advance fee shall be deemed a contractual agreement between the client and Kaptivate and will also indicate acceptance of our terms and conditions.

2.FEES

2.1

Fee Payable

    A non refundable deposit of 50% of the total fee payable under the contract is due immediately upon the signing of the contract and prior to work commencement. Kaptivate reserves the right not to begin the Work until the said deposit has been paid in full. The remaining 50% shall become due upon completion of the work prior to upload to the server or release of materials. This will be subject to the terms of Clause 4.3 Approval of Work and Clause 4.4 Rejected Work hereof.

2.2

Maintenance & Hourly Rate Fees

    Unless included in the contract site maintenance and additional work will be a chargeable at a rate of £36.00 per hour.

3.DISCLAIMERS

3.1

Third Parties

    Kaptivate can take no responsibility for services provided by third parties through us or otherwise, including the Hosting of the Client's Website, although Kaptivate will all reasonable steps and endeavour to ensure that Website downtime is kept to a minimum.

3.2

Maintenance and Correction of Errors

    Kaptivate takes no responsibility for the functionality or maintenance of the Website after the Work has been completed. Errors (both technical and typographical) attributable to Kaptivate will be corrected free of charge, but Kaptivate reserves the right to charge a reasonable fee for correction of errors for which Kaptivate is not responsible, including, but not limited to malicious modification of the Website by a third party and typographical errors contained in materials provided to Kaptivate by the Client.

3.3

Extent of Work

    Installation on the Internet is limited to the uploading of all necessary files to the Host, and testing of functionality. Additional work will only be undertaken if previously agreed with the Client and included in the contract.

3.4

Consequential Loss

    Under no circumstances will Kaptivate be responsible or liable for financial or other loss or damage caused by the failure or use or misuse of its software. The Client should ensure that data on their site is regularly backed up and that a contingency plan is in place to minimise possible losses as a result of software failure.

3.5

Status and Duration of Offers

    Proposals and offers are valid for a period of one month from the date issued. Kaptivate is not bound to honour offers that have expired. Offers are not legally binding until an acceptable timetable for the work has been agreed by both parties.This timetable must be agreed within the month that the offer is valid. If an acceptable timetable has not been approved by both parties within one month of the offer being made, the offer is deemed to have expired.

3.6

Search Engine Listings

    The Client accepts that it is Search Engines and not Kaptivate who determine whom they list and whom they will not. The Client further understands there is no guaranteed placement or rank on the Search Engines and that huge shifts can appear daily, weekly and even hourly.

4.COMPLETION OF WORK AND PAYMENT

4.1

Completion of Work

    Kaptivate warrants completing the Work in accordance with its Standard Terms and Conditions to the specifications previously agreed with the Client. Kaptivate will not charge more than the amount previously agreed unless the Client has varied the specifications of the Work since the agreement. Kaptivate will not undertake changes to the specifications of the Work which would increase the cost, without prior authorisation from the Client.

4.2

Supply of Materials

    The Client is to supply all materials and information required for Kaptivate to complete the Work in accordance with the agreed specification.Such materials may include, but are not limited to, photographs, written-copy, logos and other printed materials. Where the Client's failure to supply such materials leads to a delay in completion of the work, Kaptivate has the right to extend previously agreed deadlines for the completion of the Work by a reasonable amount. Where the Client's failure to supply materials prevents progress on the Work for more than thirty days, Kaptivate has the right to invoice the Client for any part or parts of the Work already completed. If materials are not provided within eight weeks from the original agreed timescale then the client is considered to be in default of the agreed contract, the project will be terminated and the client sent the final invoice for immediate payment. Kaptivate will agree, at it's discretion to recommence the project after agreement is reached on a new quotation and after the original fees have been paid in full.

4.3

Approval of Work

    Contract will remain in effect until all obligations have been completed in terms of this Clause.

4.4

Fair User Policy

    Kaptivate operates a fair user policy in rspect of work undertaken at fixed costs. This will include up to three reworks of a logo or design. Thereafter further changes will be chargeable at our hourly rate.

4.5

Rejected Work

    If the Client rejects the Work within the 7 day review period, or will not approve subsequent Work performed by Kaptivate to remedy any points reported by the Client as unsatisfactory, and Kaptivate considers that the Client is unreasonable in his repeated rejection of the Work, the contract will be deemed to have expired and Kaptivate can take any legal measures to recover both payment for the completed Work and reasonable expenses incurred in recovering payment.

4.6

Payment

    Upon completion of 7 day review period, Kaptivate will invoice the Client for the 50% balancing payment in accordance with Clause 2.1 Fee Payable hereof, which, in the absence of agreement to the contrary, is to be paid by the Client within 21 days of the date that the invoice was issued.

4.7

Remedies for Overdue Payment

    If payment has not been received by the due date, Kaptivate has the right to suspend ongoing work for Client, until such time that full payment of the outstanding balance has been received. If full payment has still not been received 21 days after the due date, Kaptivate has the right to replace, modify or remove all material from it's web space. Kaptivate is not responsible for any loss of data incurred due to the removal of the website and this removal does not relieve the Client's obligation to pay any outstanding monies owing. Cheques returned for insufficient funds will be assessed a return charge of £25.00 and the client's account will be considered in default until full payment is received. Clients with accounts in default agree to pay Kaptivate reasonable expenses, including legal fees and costs for collection by third-party agencies incurred by Kaptivate in enforcing these terms and conditions.

5.INTELLECTUAL PROPERTY

5.1

Offers and Proposals

    Offers and proposals made by Kaptivate to potential clients should be treated as trade secrets and remain the property of Kaptivate.Such offers and proposals or the information contained within them must not be passed to third parties or publicly disseminated without prior written authorisation from Kaptivate. This includes, but is not limited to, technical features, functionality, aspects of the design and pricing information.

5.2

Warranty by Client as to Ownership of Intellectual Property Rights

    The Client will obtain all the necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trademarks or any other material it supplies to Kaptivate for inclusion on the Website. The conclusion of a contract between Kaptivate and the Client shall be regarded as a guarantee by the Client to Kaptivate that all such permissions and authorities have been obtained and that the inclusion of such material on the Website would not constitute a criminal offence. By agreeing to these terms and conditions, the Client removes the legal responsibility of Kaptivate and indemnifies the same from any claims or legal actions however related to the content of the Client's site.

5.3

Domain Name

    Any Domain Name obtained will belong to the Client. The Client agrees to indemnify Kaptivate, including any incidental costs, against any claims that a Domain Name applied for, or obtained, violates the intellectual property rights of a third party. The Client warrants that the domain name sought is not a trademark of a third party. Payment and renewal of domain names is the responsibility of the client and Kaptivate does not accept responsibility for loss or cancellation of a name name through late or non payment.

5.4

Copyright

    Kaptivate will hold intellectual copyright of any material created for the client until payment of the final invoice. At this time we will transfer intellectual copyright to the client.

6.RIGHTS AND RESPONSIBILITIES

6.1

Right to Terminate

    Kaptivate reserves the right to refuse or break a contract without prior notice, if it is believed that the Client, their Website, or any material is illegal, immoral or otherwise unacceptable.

6.2

Events Beyond the Control of Kaptivate

    Kaptivate will not be liable for breach of contract where that breach was due to software, hardware or electrical failure, natural events such as fire, flood or other events beyond the control of Kaptivate.

6.3

Supply and Pricing of Services

    Kaptivate reserves the right to use whoever it feels appropriate at the time for third party software and services, and to alter its prices as necessary without prior notice and without affecting existing contractual pricing agreements.

6.4

Design Credit

    A small link to Kaptivate will appear in either small type or by a small graphic at the bottom of the client's website. This link will be designed to to fit in with the client's website design.

7.INTERPRETATION

7.1

Jurisdiction

    This Agreement shall be governed by English Law.

7.2

Survival of Contract

    Where one or more terms of the said 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.

7.3

Change of Terms and Conditions

    These terms & conditions may change from time to time.The Client will be informed of revisions as and when they are issued.
    Standard Terms and Conditions Kaptivate 2010

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