Terms & Conditions

1. Definitions

• We/Us: The studio providing services.
• You/Client: The individual or business purchasing services.
• Deliverables: Websites, designs, content, SEO campaigns, and any outputs defined in the Proposal.
• Proposal: The written scope, quotation, and fee schedule agreed between both parties.

2. Formation of Agreement

This agreement is formed when you accept a quotation, make a payment, provide written or email confirmation, or instruct us to begin work. By doing so, you confirm that you have read, understood, and agree to be bound by these Terms.

3. Scope of Work & Changes

Our process is collaborative and staged so everyone knows what happens next. It typically includes:

1. Ideas & Discovery – goals, audience, inspiration, functionality and success measures.
2. Wireframes & Structure – layout and navigation concepts for your review and sign-off.
3. Design & Visual Direction – colour, typography and imagery applied for feedback and sign-off.
4. Content & Build – population of copy and media, feature development, integrations.
5. Review & Go-Live – pre-launch checks, final approval, deployment and handover.

Each stage may require your written or email sign-off before we proceed. Delays in feedback or content supply may extend timelines and can trigger re-scheduling fees where applicable. Changes outside the agreed scope are chargeable at our current rates and may affect delivery dates.

4. Your Responsibilities

• Provide timely feedback, approvals and access we reasonably require to deliver the project to schedule.
• Supply all copy, images and brand assets unless content creation is expressly included in the Proposal. You are responsible for accuracy and legal compliance of supplied content.
• If you opt to manage content or plugins yourself after launch, you accept responsibility for subsequent changes, security, formatting and compliance (see Section 12: Content Ownership After Launch).
• You warrant that materials you provide do not infringe third-party rights and comply with law, and you indemnify us for any losses, claims or costs arising from your supplied materials or instructions.

5. Fees, Invoices & Payment

• All fees are in pounds sterling and payable by bank transfer, or through our online store using WooCommerce for annual or one-off services.
• Payments made through our WooCommerce store are processed securely via recognised third-party gateways (such as Stripe, PayPal, Apple Pay, or Google Pay). Available payment methods may vary depending on your location or device. We do not store or have access to your full card details.
• Monthly hosting and maintenance plans can be set up and paid securely via GoCardless Direct Debit, subject to their terms of service.
• Payment terms are 14 days from invoice date unless otherwise agreed in writing.
• Typical structure: 50% deposit on order; 40% on staging delivery; 10% before go-live or 14 days after staging delivery, whichever is sooner.
• We reserve the right to suspend services, hosting, or domain management for overdue invoices or failed payments through any platform.
• Late payments may incur statutory interest under the Late Payment of Commercial Debts (Interest) Act 1998.

6. Domain Registration & Management

Domains may be registered and managed through us under Nominet’s Terms and Conditions. If registered in our name, the domain remains our property until full payment of all sums due. Non-payment beyond 30 days allows us to suspend or redirect the domain to a neutral holding page or portfolio. Upon settlement, a £500 domain release fee applies. Refer to British Telecommunications plc v One In A Million Ltd (CA 1999) for passing-off precedent.

7. Hosting & Service Suspension

• Hosting may be billed monthly or annually in advance. Non-payment after 14 days may result in suspension or deletion of data after notice.
• Backups are performed on a rolling basis, but data restoration is not guaranteed once accounts lapse.
• We may suspend or terminate hosting for security, abuse, or non-payment after written notice.

8. Creative Work & Artistic Interpretation

Design and creative work are inherently subjective. We will use reasonable skill and care to produce work consistent with the agreed brief. Minor variations in style, colour, or interpretation do not constitute a defect or failure to deliver. Dissatisfaction based on subjective preference does not negate payment obligations once work meets the agreed scope and functional requirements.

Revisions beyond the allocated number in the Proposal are chargeable. Creative decisions remain at our professional discretion to maintain design integrity.

9. SEO & Digital Marketing Disclaimer

While we follow best practice and use reasonable skill in SEO, PPC, and digital marketing, results are influenced by external factors such as search engine algorithms, competition, and market behaviour. Therefore, specific rankings, leads, or revenue outcomes cannot be guaranteed.

10. Intellectual Property (IP)

• We retain all IP rights to pre-existing materials, frameworks and source code. Upon full payment, you receive a non-exclusive, perpetual licence to use the Deliverables for your business purposes.
• Third-party assets (fonts, stock media, plugins) remain subject to their licences. You are responsible for any ongoing third-party fees unless stated in the Proposal.
• Where you supply materials (including logos, copy, product data), you warrant that you have the rights to use them and indemnify us against third-party claims arising from their use in the Deliverables.
• We may credit and showcase completed work in our portfolio (including a discreet footer link) unless you reasonably object in writing for confidentiality or security reasons.

11. Data Protection & Confidentiality

Both parties shall comply with the UK GDPR and the Data Protection Act 2018. Where we process data on your behalf, a Data Processing Addendum (DPA) will apply.

Confidentiality. Each party shall keep confidential and not disclose to any third party any non-public information of the other, including business, technical and client information, except as required by law or with prior written consent. These obligations continue for 3 years after termination.

12. Warranties, Acceptance & Support

• Warranty. We warrant that Deliverables will materially conform to the Proposal for 30 days after go-live. Your sole remedy is repair or re-performance. Third-party interference or client edits void this warranty unless we are retained to remedy issues.
• Acceptance. On delivery to staging or production, you have 7 calendar days to notify us in writing of material non-conformance to the agreed scope. If no notice is received within that period, the Deliverables are deemed accepted.
• Support response times. Under an active support or hosting plan, we aim to acknowledge requests within 48 business hours and to act on a reasonable-endeavours basis unless a paid SLA is agreed.
• Content ownership after launch. Once administrator access is handed over (or you begin self-managing content or plugins), you are responsible for subsequent changes, compliance and security. We are not liable for issues arising from third-party plugins, hosting outside our control, or client edits unless covered by a care plan.

13. Liability

Nothing limits liability for death or injury due to negligence or fraud. Our total liability is limited to the fees paid in the preceding 12 months. We are not liable for loss of profit, data, or indirect damages. This clause complies with the Unfair Contract Terms Act 1977.

14. Termination

• Either party may terminate for material breach after 14 days’ written notice to remedy.
• All fees become immediately payable upon termination. We will deliver paid work and, if requested, assist with transfer at our standard rates.

15. Non-Solicitation

During the contract and for 6 months after, neither party will directly hire or solicit the other’s staff without written consent.

16. Dispute Resolution

The parties will first attempt to resolve disputes amicably via senior representatives. If unresolved, both parties agree to attempt resolution through an independent UK mediation provider (for example, CEDR or a similar accredited body). If mediation does not resolve the dispute within 30 days of appointment, either party may pursue remedies in the courts of England & Wales.

17. Reviews, Public Statements & Defamation

We welcome honest feedback and public reviews. If you have a concern about our work, please contact us first so we can resolve the issue.

Deliberately false, misleading, libellous or defamatory statements, including dishonest or disproportionate online reviews intended to harm our reputation, are not acceptable. If we reasonably believe a public statement or review is fraudulent, malicious or defamatory, we may:

• Request removal or correction of the content from the platform where it appears;
• Issue a formal notice requiring retraction or correction;
• Pursue remedies including without limitation injunctive relief (to prevent further publication) and damages for reputational harm; and
• Seek recovery of any costs reasonably incurred in remedying reputational damage.

Before taking legal action we will normally: (a) send you written notice of the complaint and (b) allow a period of 14 days to resolve the matter informally or via the mediation process described in Section 16. Nothing in this clause prevents us from seeking urgent injunctive relief where necessary.

18. General

• Force majeure: neither party is liable for events beyond reasonable control.
• Assignment requires written consent (not unreasonably withheld).
• These Terms and the Proposal form the entire agreement.

19. Helpful Legal References

• Nominet UK Domain Name Policy
• Late Payment of Commercial Debts (Interest) Act 1998
• Unfair Contract Terms Act 1977
• Consumer Rights Act 2015
• UK GDPR Guidance (ICO)
• BT v One In A Million Ltd (CA 1999)