MWKA marketing Terms & Conditions. Version. 01 June 2018
MWKA marketing is a trading name of MWKA MARKETING Ltd – company number 11132732
MWKA MARKETING Limited, Ger-y-rhos, Llangoedmor Road, Penparc, Cardigan, Ceredigion, SA43 2AB
MWKA MARKETING Limited is hereafter referred to as “MWKA Marketing”
By paying your invoice, logging into your account, or uploading files to it, you are indicating your acceptance of these Terms and Conditions. We reserve the right to update and amend our Terms & Conditions from time to time.
YOUR STATUTORY RIGHTS ARE NOT AFFECTED BY ANY OF THE FOLLOWING TERMS AND CONDITIONS
•A ‘Project’ is any work undertaken or service provided by MWKA Marketing for the Client on their request and as described in our confirmation order email to that Client.
•A ‘Client’ is a person, persons, business or organisation using any of the services provided by MWKA Marketing.
•’Live Mode’ means the date the website is available on the Client’s chosen domain.
•’Domain’ is the website address as specified by the Client.
•’Hosting’ is a yearly cost to keep a Clients website activated online.
WEB DESIGN AND DEVELOPMENT WORK When we undertake a web design or development project we require a 50% deposit in advance – with smaller jobs under £500 we may take the whole amount in advance. Once any design work / initial consultancy has been approved or sent back for amends by yourselves or any agents acting on your behalf this deposit becomes non-refundable to cover our costs. By paying your deposit invoice you agree to abide by our terms and conditions, this will be clearly stated on your deposit invoice.
Danomi Enterprises Limited/MWKA Marketing hereby excludes itself, its Employees and or Agents from all and any liability from:
•Loss or damage caused by any inaccuracy
•Loss or damage caused by omission
•Loss or damage caused by delay or error in the production of the web site.
•Loss or damage to clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
Completion times on proposals are estimated only and can be affected by various external situations.
The entire liability of Danomi Enterprises Limited to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
1. SERVICES AND CONDITIONS OF USE MWKA Marketing agrees to provide you with information and other services that we may decide to offer, subject to the terms of agreement. These terms and conditions are subjected to change without notice, from time to time in our sole discretion. We will notify you of amendments to these terms and conditions by posting them to our website.
2. TERMS AND CONDITIONS GENERAL 2.1 MWKA Marketing never start the work of a website without receiving the necessary contact details of its client (Name, Address and Telephone Number). In order to switch the website on live, it’s mandatory that the address proof needs to be provided. 2.2 We will commence the work of your website only when you agree to the terms and conditions stated in our website. 2.3 MWKA Marketing will carry out work only where an agreement is provided either by email, mail or Client’s login area. 2.4 MWKA Marketing will carry out work only for Clients who are 18 years of age or above. An ‘order’ is deemed to be a written and verbal contract between MWKA Marketing and the Client; this includes telephone and email agreements. 2.5 Quotations submitted by MWKA Marketing shall remain open for acceptance by the Client for a period of 14 (fourteen) days from the date of the Quotation (unless in the Quotation some other period is specified) or when MWKA Marketing withdraws the Quotation. 2.6 The Minimum length of any ongoing website services purchased will be 12 months. 2.7 The Client shall, at the time of submission of an Order to MWKA Marketing, pay to MWKA Marketing a non-refundable deposit for the Services specified on the Order of 50% of the value shown on the Order (“Deposit”).
3. WEBSITE DESIGN POLICIES IN CONTENT AND IMAGES 3.1 MWKA Marketing will make every effort to ensure that the website and any scripts or programs are free of errors; MWKA Marketing cannot accept responsibility for any losses incurred due to malfunction, the website or any part of it. 3.2 The website, graphics and any programming code remain the property of MWKA Marketing until all outstanding accounts are paid in full. 3.3 Any scripts, php scripts, dot net scripts, graphics, web program, web applications or software (unless specifically agreed) written by MWKA Marketing remain the copyright of MWKA Marketing and may only be commercially reproduced or resold with the permission of MWKA Marketing. 3.4 MWKA Marketing cannot take responsibility for any copyright infringements caused by materials submitted by the Client or on the website after it is opened to public. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material. 3.5 The Client Unconditionally agrees and guarantees that all texts, graphics or other artwork furnished to MWKA Marketing for the web design project are owned by the Client, or that the Client has permission from the rightful owner. The Client agrees to protect and defend MWKA Marketing and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client. 3.6 Once the website has been made public, any additions or corrections provided by the Client will be carried out at the discretion of MWKA Marketing and there will be an additional charge per page for such extras. 3.7 MWKA Marketing will add pictures or images to the website worth £15 which is included in the quote. If the pictures/Images exceed the above limit, it will be charged extra from the clients. 3.8 The Client agrees to make available as soon as is reasonably possible to MWKA Marketing all materials required to complete the site to the agreed standard and within the set deadline of 45 days. If the Client fails to supply required materials within the specified time MWKA Marketing hold the right to cancel the project. 3.9 MWKA Marketing will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines. 3.10 MWKA Marketing will not be liable or become involved in any disputes between the site owner and their Clients and cannot be held responsible for any wrong doing on the part of a site owner. E.g. any disputes regarding content/images that have been provided to us for inclusion on the site. 3.11 MWKA Marketing will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the Client or any of the Clients appointed agents. 3.12 MWKA Marketing will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by its agents. 3.13 The Client has to supply a brief description, navigation requirements about their web project and also has to supply texts, contents, images, payment gateway details, any third party software and applications to be integrated in the website. 3.14 Any fees or charges for third party software, applications and stores like eBay, Amazon, should be paid by the Client. Any third party advertisement campaigns like Google ad words, yahoo etc should be paid by the Client. 3.15 MWKA Marketing is not responsible to take back ups or save any files of the website, the Clients have to do the necessary arrangements for the same. 3.16 All creation files remain the intellectual property of MWKA Marketing on completion of a web design project. MWKA Marketing shall be free to reproduce, use, disclose, display, exhibit, transmit, perform, create derivatives works, and distribute any item from the Clients web pages unless specifically agreed to do otherwise. Further, MWKA Marketing shall be free to use any ideas, concepts, know how or techniques acquired in the construction of websites for any purpose whatsoever including but not limited to developing, manufacturing and marketing products and any other items incorporating such information unless specifically agreed otherwise.
4. APPLICATION AND E-COMMERCE DEVELOPMENT 4.1 MWKA Marketing cannot take responsibility for any losses incurred by the use of any software created for the Client. Whilst every care has been taken to ensure products are problem free and accurate, the ultimate responsibility lies with the Client in ensuring that all software is functioning correctly before use. 4.2 Where applications or sites are developed on servers not recommended by MWKA Marketing, the Client is expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed. Where large applications are to be developed, it is the Client’s responsibility to provide a suitable testing environment which is identical to the final production environment. 4.3 The Client is expected to test fully any application or programming relating to a site developed by MWKA Marketing before being made generally available for use. Where “bugs”, errors or other issues are found after the site is live, MWKA Marketing will endeavour (but is not obliged to) to correct these issues to meet the standards of function outlined in the brief.
5. SOURCE CODE You can buy the complete source code for an extra of 30% of the total quote for the web development or software development. Once all the website/software development works has been completed, we will provide a downloadable link to download the complete files for the web development or software development. We are using PHP language to build your custom made development. A programmer who knows the PHP language can edit the program and can make changes to the coding.
6. HOSTING WITH 3RD PARTY SERVERS If the client chooses their own server we will send the full source code as above mentioned for an extra of 30% to the total quote and after that we cannot support on technical issues.
7. CUSTOMER OBLIGATIONS 7.1 The Client should agree to co-operate with and assist MWKA Marketing in the performance of the services requested pursuant to this Agreement and will provide the resources necessary for MWKA Marketing performance hereunder as specified in the work order. 7.2 The Client will make available to MWKA Marketing at least one qualified staff member who will have authority to act on behalf of the Client, provide information and data concerning Client’s operations and activities, advise MWKA Marketing of Client’s requirements and provide access to Client’s facilities at all reasonable times during the performance of the services required pursuant to this Agreement. 7.3 The Client has to provide a proof of address and landline number to make sure that the Client’s website activities are carried out from UK postal address.
8. MAINTENANCE 8.1 MWKA Marketing provides a two-week testing period after the site launch. During this time any technical issues will be resolved at no cost. After this period, MWKA Marketing’s obligations under the contract will be deemed fulfilled and the contract concluded. 8.2 Any changes to the website following the testing stage and conclusion of the contract will be charged separately. 8.3 MWKA Marketing offers a hosting and maintenance package which will accommodate basic changes to the site (text and project photos) at any time. Please inquire with MWKA Marketing representative. 8.4 A free support and maintenance excluding changes, additions or alterations will be provided for 1 year if you allow us to put our logo/link at the bottom or footer of your website.
9. COMPATIBILITY MWKA Marketing will endeavour to ensure that any developed/designed site or application will function correctly on the server it is initially installed in and that it will function correctly when viewed with the web browsing software Microsoft Internet Explorer Version 6 and to an acceptable level with Mozilla browsers. MWKA Marketing can offer no guarantees of correct function with all browser software.
10. WEBSITE HOSTING 10.1 Whilst MWKA Marketing recommends hosting companies to host websites, no guarantees can be made as to the availability or interruption of this service by MWKA Marketing cannot accept liability for losses caused by the unavailability, malfunction or interruption of this service, or for loss of turnover, sales, revenue, profits or indirect, consequential or special loss. 10.2 When a Client renews “hosting” with MWKA Marketing, this also includes Domain renewal if the renewal is needed to keep the site functioning. If the Client does not renew the Domain, their Domain name could be made available to the public for purchase and MWKA Marketing cannot be held liable for this. 10.3 Renewal of “hosting” is due on a yearly basis. The date of renewal will be annually from the date the website was ordered by the Client. The “hosting” will not be renewed if we cannot contact the customer or the customer requests for us to not host this site. This will also affect the Domain. 10.4 The hosting renewal charge must be received within 30 days of the hosting expiry date. We reserve the right to deactivate any website where the hosting has expired and the Client has not paid the renewal charge. There will be an admin fee set by MWKA Marketing for reactivating the website / hosting. You can set up 10 e-mails free of charge during the first period of year. You will be charged 5 pounds each for every extra e-mails you create during this period and for all the e-mails from second year. MWKA Marketing will charge £15/GB for increasing disk space after 2GB. 10.5 MWKA Marketing reserve the right to refuse to handle in any way, material which may be deemed offensive, illegal or in any way controversial, and also to terminate the free hosting service should the necessity arise.
11. SUPPORT ON THIRD PARTY SERVER We will give the source code as a zip file. If the client wants us to set it up on their server then we will charge £80 + VAT and we will set it up on their server and we will also charge 30% for source code.
12. WEBSITE OPTIMISATION 12.1 Due to external factors, such as changes in the way search engines rank websites, we cannot offer any guarantees regarding the position your website would achieve. The process of optimising the website itself (on-site optimisation) will bring in more traffic and you will see increased visits to your site, naturally. We cannot accept liability for drop in your website’s ranking, or drop off in the position of your website. Changes in algorithms of the search engines or the factors that they use to rank websites shall reflect on a website’s ranking at any given time. 12.2 We use ‘white hat techniques’ when optimising websites and always aim to achieve a top ten ranking for your website within six months of undertaking the optimisation process. But we cannot offer any guarantees regarding the position we would achieve within 6 months. Due to the amount of work involved and personnel required, payment is generally required in advance. Also, we do not offer refunds of any kind for this type of work. We send you a performance & analytics report every fortnight so that you may track our efforts and results. 12.3 We do basic SEO for all sites we develop. But for keywords with heavy competition, this may not be adequate and we will need to do advanced SEO. Your site’s ranking will also be affected if any of your competitors are doing SEO for their sites. Even if we do advanced SEO, it will take about six months to get all the keywords to the top ten positions. We have a dedicated SEO team with ample experience and we always keep ourselves updated with the new trends in SEO.
13.DOMAINS Although our core business does not include reselling domains we can register domains and manage them for you if you prefer not to handle this yourself. We normally bill in advance for domain renewals however in some cases we may bill in arrears for domains. For any domains registered through Nominee on our MWKA Marketing Tag, we will include a link to Nominee Terms & Conditions within your PDF Invoice. 13.1 Contact/Response time.We aim to respond to customer contacts within 48 hours regarding any issues with domain names. 13.2 Domain Abuse. Please report any instances of abuse on any domains we manage to firstname.lastname@example.org 13.3 Customer Complaints. Any complaints regarding domains should be forwarded to email@example.com 13.4 Cancellation. Please note it is your responsibility to send us cancellation notice in writing (via email) to cancel any surplus domains. If we do not receive cancellation in writing (via email) we reserve the right to bill for the entire period that the domain has been registered and renewed by us. 13.5 Domain Transfers. Our standard domain transfer fee is £30+VAT per domain however if your account is in arrears we will not release any domains until the entire balance has been cleared. We may also re-point the DNS servers at our accounts page until a settlement has been received in full.
14. DATA ENTRY We can do the full data entry for the website from the current or reference website, provided by the client, to the new website with an extra of £9.20 per hour if you need any data entry jobs on your website.
15. INTELLECTUAL PROPERTY RIGHTS AND OTHER CONSENTS You are solely responsible for obtaining any and all necessary intellectual property rights clearances and/or other consents and authorisation’s in respect of the Services, including without limitation, clearance and/or consents in respect of your proposed domain name and merchant services agreements between you and the relevant banks in respect of your operation of an Online Store.
16. INDEMNITY You agree to indemnify and keep indemnified and hold us on demand harmless from and against any claim brought against us by a third party resulting from the provision of Services by us to you and your use of our services, and in respect of all losses, costs, actions, proceedings, claims, damages, expenses (including reasonable legal costs and expenses), or liabilities, whatsoever suffered and howsoever incurred by us in consequence of your breach or non-observance of these terms of business.
17. PAYMENT OF ACCOUNTS 17.1 MWKA Marketing will not do a non-cost editing of a content/s which is notified after 30 days from making a site live. 17.2 Further editing of a content/s which is notified after 30 days from making the site live will be charged depending upon the complexity of the work. 17.3 The Client shall make all payments due to MWKA Marketing by cheque (supported by an appropriate cheque guarantee card) or by bankers draft or in cash or electronic transfer direct to the company bank account or by third party payment gateways like PayPal. 17.4 If the Client fails to pay any amount due to MWKA Marketing under this Agreement on the relevant due date, default interest at the rate specified by the Late Payment of Commercial Debts (Interest) Act 1998 shall be added to such amount for the period from the day after the due date until the date of receipt (whether before or after judgment) together with any reasonable and proper amounts incurred by MWKA Marketing in seeking to recover such late payment from the Client (including, without limitation, legal fees). 17.5 A deposit is required from any new Client before any work is carried out. It is the MWKA Marketing policy that any outstanding accounts for work carried out by MWKA Marketing or its affiliates are required to be paid in full, no later than 30 days from the date of the invoice unless by prior arrangement with MWKA Marketing. 17.6 Once a deposit is paid and work completed you are obliged to pay the balance of payment in full. We will contact Clients via email and telephone to remind them of such payments if they are not received when due. 17.7 If accounts are not settled or MWKA Marketing have not been contacted regarding the delay, access to the related website may be denied and web pages removed, we will then pass such cases to the Small Claims Court to pursue payment, nonpayment can result in county court judgments (ccj’s) being added to the Clients credit rating. 17.8 Following consistent nonpayment of an invoice our Solicitors will contact the Client in question, with a view to taking the matter further and if need be to seek payment through legal procedures, and if necessary court summons. 17.9 MWKA Marketing will only commence work on a Project after receipt of 50% deposit of the quoted project fee from the Client or otherwise agreed by MWKA Marketing. The final 50% payment is to be made on completion of the website. We will not refund a deposit after 14 days of work commencing. The website will be switched to Live Mode once the Clients remaining balance is paid in full.
18. INTEREST ON LATE COMMERCIAL PAYMENTS 18.1 The late payment fee will be levied on the final invoice which is paid after 30 days from the date of issue of the respective invoice. 18.2 The interest you can charge if another business is late paying for goods or a service is ‘statutory interest’ – this is 8% plus the Bank of England base rate for business to business transactions. You can’t claim statutory interest if there’s a different rate of interest in a contract. You can’t use a lower interest rate if you have a contract with public authorities. The current Bank of England base rate is 0.5%, so statutory interest for a recent debt would be 8.5%. Check the Bank of England base rate history.
19. YOUR PRIVACY We do not share or sell any of your details with third party companies, without your express permission and we will only email you or contact you about work related matters.
20. COMPLAINTS PROCEDURE 20.1 Informal procedure: Anyone who experiences a problem with their web service provided by MWKA Marketing should raise the matter directly using our online contact form to do so, giving sufficient information to locate the material (such as an url) and clearly outlining the grounds for complaint. MWKA Marketing will approach the individual responsible for the material in question with a view to resolving the matter to the satisfaction of the complainant. 20.2 Formal complaints procedure: The formal complaints procedure should only be used where the complainant feels that the nature of the complaint is too serious to be dealt with informally, or where a satisfactory conclusion has not been reached after following the informal procedure. A formal complaint should be made in writing to MWKA Marketing, who will acknowledge receipt and ensure that the matter is looked into as soon as possible. An initial response to any complaint can be expected within seven days of its receipt; a full and considered response to the complaint should be completed within 30 days and any subsequent remedy implemented with the minimum of delay.
21. TERMINATION 21.1 We may terminate this agreement forth with if you fail to pay the amount due or any outstanding amounts due. 21.2 We may terminate this agreement upon written notice if you breach any of these terms and conditions and you fail to correct the breach within seven (7) days following written notice from us specifying the breach, or if you are a company you go into insolvent liquidation, or if you are a person you are declared bankrupt. 21.3 On termination of the agreement we shall be entitled immediately to block your Web Site and to remove all data located on it. We will hold such data for a period of seven (7) days and allow you to collect it at your expense, failing which we shall be entitled to delete all such data. We shall further be entitled to post such notice in respect of the non-availability of your Web Site as we think fit. 21.4 We may terminate or suspend any web site which is deemed to be causing a disruptive service to our Clients as a whole. 21.5 You may terminate your account with us if we cannot resolve any technical issues or problems concerning our services within a reasonable amount of time. You will receive a refund for the remainder of the contract term. However, we will not refund any used parts of the service.
If you would like to see our Terms and Conditions in a larger print please request a larger print copy from us by emailing firstname.lastname@example.org