Terms and conditions

1. Introduction

We’ll always do our best to fulfil your needs and meet your expectations, but it’s important to have things written down so that we both know what’s what, who should do what and when, and what will happen if something goes wrong. In our terms and conditions you won’t find any complicated legal terms or long passages of unreadable text. We’ve no desire to trick you into signing something that you might later regret. What we do want is what’s best for both parties, now and in the future.

2. What do both parties agree to do?

You: You have the authority to enter into this contract on behalf of yourself, your company or your organisation. You’ll give us everything we need to complete the project as and when required and in the format we need it. You’ll review our work, provide feedback and approval in a timely manner too. Deadlines work two ways, so you’ll also be bound by dates we set together. You also agree to stick to the payment schedule set out at the end of this contract.

Us: We (Pink Fish Associates Ltd, based at Unit 5, Callenders, Paddington Drive, Swindon, Wiltshire, SN5 7YW with company number 08963593) have the experience and ability to do everything we’ve agreed with you and we’ll do it all in a professional and timely manner. We’ll endeavour to meet every deadline that’s set and on top of that we’ll maintain the confidentiality of everything you give us.

3. Getting down to the nitty gritty

3.1 Design & prototypes

We create look-and-feel designs, prototypes and flexible layouts that adapt to the capabilities of many devices and screen sizes. We create designs iteratively and use predominantly HTML and CSS so we won’t waste time mocking up every template as a static visual. We may use static visuals to indicate a look-and-feel direction (colour, texture and typography.) We call that ‘design direction.’

We create interactive, working prototypes (which we call wireframes) to help you understand how your website will function. These concentrate on layout and content and aren’t meant to show you colours & graphics – this comes later. We’ll use this as a starting point to help understand your needs and set the right direction for the project. Our wireframes won’t necessarily cover every page of feature of the site, but it’ll be enough for us all to understand what we’re doing.

You’ll have plenty of opportunities to review our work and provide feedback. We’ll share our prototypes and designs with you and have regular, possibly daily, contact. If, at any stage, you’re not happy with the direction our work is taking, you’ll pay us in full for everything we’ve produced until that point and cancel this contract.

3.2 Text content

We’re not responsible for writing text copy – you’ll be doing that. If you can supply content at the point where you sign-off the wireframe (and where the budget allows) then we’ll input this for you, otherwise we’ll give you instructions on how to add your own content before launch. If you’d like us to write new content for you, we can provide a separate estimate for that.

3.3 Photographs

You should supply graphic files in an editable, vector digital format. You should supply photographs in a high-resolution digital format. If you choose to buy stock photographs, we can suggest stock libraries. If you’d like us to search for and purchase photographs for you, we can provide a separate estimate for that.

3.4 HTML, CSS and JavaScript

We deliver web page types developed from HTML5 markup, CSS2.1 + 3 stylesheets for styling and unobtrusive JavaScript for feature detection, poly-fills and behaviours.

3.5 Browser testing

Browser testing no longer means attempting to make a website look the same in browsers of different capabilities or on devices with different size screens. It does mean ensuring that a person’s experience of a design should be appropriate to the capabilities of a browser or device.

3.6 Desktop browser testing

We test our work in current versions of major desktop browsers including those made by Apple (Safari), Google (Chrome), Microsoft (Internet Explorer), Mozilla (Firefox) and Opera. We’ll also test to ensure Microsoft Internet Explorer 11 for Windows users get an appropriate, possibly different, experience. We won’t test in other older browsers unless you specify otherwise. If you need an enhanced design for an older browser, we can provide a separate estimate for that.

3.7 Mobile browser testing

Testing popular small-screen devices is essential in ensuring that a person’s experience of a design is appropriate to the capabilities of the device they’re using. We test our work in:

  • iOS: Safari, Google Chrome
  • Android: Google Chrome and Firefox

We don’t test Blackberry, Opera Mini/Mobile, Windows Phone or other mobile browsers. If you need us to test using these, we can provide a separate estimate for that.

3.8 Technical support

We’re a full-service web design agency, so (if you want it) we can offer you services for hosting, email, maintenance and ongoing support. We’ll send you a separate document outlining exactly what we offer so that you fully understand our services and costs.

3.9 E-commerce websites

We’ll select an e-commerce engine to power your site, but we’ll need you to agree that it’s suitable for your needs. We’ll do our best to ensure it meets your requirements, but because the code that powers the engine isn’t something we have control over, it’s possible certain features you ask for can’t be delivered via the platform in its un-customised format and within the budget agreed. In these circumstances we can provide a separate estimate for the necessary customisations.

We won’t be responsible for adding your products to the site – we’ll need you to do that. What we will do is provide a spreadsheet that you can add content to, and we’ll import this into your shop, populating it with your products. We’ll provide clear instructions how to do this.

3.10 Digital marketing

The minimum fixed term for a digital marketing contract is three months, unless we agree to something else in writing.

We’ll need you to set up a Direct Debit or standing order before we start work.

Once the initial period has finished you can choose to continue with the marketing campaign on a month-by-month basis or cancel it altogether.
If you choose to cancel the contract within the initial period, no refunds will be payable.

If you would like us to undertake additional work which isn’t part of the original contract, then we’ll provide a separate estimate for that.
We do our very best to ensure your website organic search ranking improves, but we can’t guarantee a specific result or that any improvements are maintained over time. We can’t be held responsible if your ranking doesn’t improve.

4. Project acceptance

When we put a proposal together, we’ll need you to accept it in writing. This will form the contractual agreement between us. You’ll accept the terms and conditions in this document when you do so.

Any quotations that we produce will be valid for 30 days.

5. Timescales

Because we like to stay busy, we can’t always guarantee to start your project immediately and so we’ll arrange a date with you when work can commence. We’ll do our best to stick to the timescale we agree with you, but we’re under no obligation to deliver the project on a particular date. Naturally we can’t accept any liability for loss or damage arising from any failure to stick to the timescale.

6. Testing

When we feel the project is complete, we’ll ask you to test it. You’ll have 14 days to report any issues to us in writing. If these issues are a result of any defects that mean the project doesn’t meet the criteria of the specification document, then we’ll attempt to fix these free of charge. Where the issues fall outside of the project scope, we reserve the right to charge additionally for the changes.

After the 14 days is up, all work you ask us to do will be subject, at our discretion, to additional charges. We’ll of course advise you in advance when this is the case.

7. Changes and revisions

We know from experience that fixed-price contracts are rarely beneficial to you, as they often limit you to your earliest ideas. We don’t want to limit your ability to change your mind. The price we provide is based on the length of time we estimate we’ll need to accomplish everything you’ve told us you want to achieve, but we’re happy to be flexible. If you want to change your mind or add anything new, that won’t be a problem as we’ll provide a separate estimate for that.

8. Legal stuff

We can’t guarantee that our work will be error-free and so we can’t be liable to you or any third-party for damages, including lost profits or contracts, lost savings (real or potential), loss of goodwill, loss of software or data, wasted expenditure (such as pay per click advertising costs, wasted management or office time or other incidental, consequential or special damages, even if you’ve advised us of them.

We can’t be held liable if any search engine, online directory or search site chooses not to list your site. We also can’t guarantee any specific placement in search engine rankings.

We can’t be held liable for the protection of the privacy of electronic mail or any other information transferred through the Internet or via any network provider and we can’t guarantee that the shared hosting services we use cannot be hacked or accessed by unauthorised users. You’re liable for the content of any emails transmitted via our hosting services, for any material you upload to, or allow to be uploaded to, our servers and for ensuring compliance with all relevant legislation.

You’ll also need to be aware of your responsibilities towards data protection under the terms of the General Data Protection Regulation (GDPR) and the Data Protection Act (2018).

We can’t be held responsible for any downtime, routine maintenance or break in continuance of service from any third-party provider.

We can’t be held liable for any transactions passing through the platform and any fraudulent transactions via third-party providers.

Finally, if any provision of this contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions.

9. Confidentiality

We both agree to treat as secret and confidential and not disclose to any third party (other than its professional advisors) any information clearly labelled as being confidential (except where required by law or where the information has come into the public domain other than through unauthorised disclosure).

10. Keeping your website secure

Well expect you to take reasonable and appropriate steps to protect your login details. We’ll need you to inform us immediately if you suspect that your login details have been compromised or become known to unauthorised third parties. We may need to change passwords and/or disable accounts in order to protect the integrity of our servers and services if we believe that one or any of your accounts have been compromised or are being misused. If our servers or services are affected as a result of your login details being compromised, then we reserve the right to apply a reasonable charge – based on our standard hourly rates – to remedy the situation.

11. Contract termination

The last thing we want to do is fall out with you, but on occasion, things can go wrong and it’s beneficial to everyone to stop working together. We therefore reserve the right to terminate a contract and invoice you an amount that we calculate to be proportional to the amount of work completed on the project if:

  1. we are unable to get agreement to sign off the design element.
  2. you modify the requirements so much that what is required is outside of the original scope of work agreed and you are unwilling to pay the difference between what was agreed and what is (now) required for the new scope.
  3. you don’t provide the information we need to progress the project within a timely manner of commissioning it.
  4. our relationship with you proves unworkable, in which case we will make all reasonable efforts to hand the project over to be completed, hosted or supported by another party.

12. Copyrights

First, you guarantee that all elements of text, images or other artwork you provide are either owned by yourselves, or that you’ve permission to use them.

Then, when your final payment has cleared, copyright will be automatically assigned as follows:

You’ll own the visual elements that we create for this project. We’ll give you source files and finished files and you should keep them somewhere safe as we’re not required to keep a copy. You own all elements of text, images and data you provided, unless someone else owns them.

We’ll own the unique combination of these elements that constitutes a complete design and we’ll license its use to you, exclusively and in perpetuity for this project only, unless we agree otherwise.

We’ll retain the copyright to any code we write and grant you a non-exclusive licence to use it on your site.

We love to show off our work and share what we’ve learned with other people, so we reserve the right, with your permission, to display and link to your project as part of our portfolio and to write about it on websites, in magazine articles and in books.

13. Payments

We’re sure you understand how important it is as a small business that you pay the invoices that we send you promptly. As we’re also sure you’ll want to stay friends, you agree to stick tight to the following payment schedule we agree.

We require payment within 21 days of the date on any invoice. We reserve the right to apply a late payment charge of 5% for every month beyond the 21 days. Payments should be made by Bank Transfer. If payments are staged – not including hosting charges – we reserve the right to add a 4% uplift – if this applies to you it will be made clear on the order form.

We reserve the right to charge additionally for any reasonable expenses incurred during delivery of the project, but we’ll ask you to agree to this in advance, should it be necessary.

Any plugins used on your site may need licencing and an annual licence fee will then be payable.

If we host your website and you wish to move to a new agency, we reserve the right to apply a charge of £240 + VAT to cover the administration costs of readying and transferring the site.

14. Finally

Just like a parking ticket, you can’t transfer a contract to anyone else without our permission. This contract stays in place and need not be renewed. If for some reason one part of this contract becomes invalid or unenforceable, the remaining parts of it remain in place.

Although the language is simple, the intentions are serious, and this contract is a legal document under exclusive jurisdiction of English and Welsh courts.

Pink Fish Associates Ltd
Revised 14 June 2019

Get in touch

If you think we can help with your next project, please drop us a line or call us. We’d love to meet with you to see how we could work together.

Our offices in West Swindon are easy to reach with free parking right outside the door.

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