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    Full Website Terms and Conditions

     

    1. Introduction

     

    Welcome to our website Quote Confirmation page. This Website is operated and maintained by Target Ink Ltd. We thank you for accepting our quote for the development of your website and the subsequent 12 month minimum maintenance agreement.

     

    By agreeing to the Quote, you agree to be bound by the following terms and conditions. If you have any queries about the quote supplied to you or these Terms, you can contact us by any of the means set out in paragraph 6 of these Terms. If you do not agree with these terms, you should leave this page of the Website without sending us your unique reference.

     

    These terms and conditions include the Web Site Design agreement, the Maintenance Service Level Agreement and the Service Level Overview as copied here.

     

    2. Website Design Agreement

     

    1. Interpretations

     

    1.1 Unless the context otherwise admits words importing one gender shall include all other genders and words importing the singular shall include the plural and vice versa.

     

    1.2 Reference to any statutory provisions in this Agreement shall include any statutory provisions, which amends or replaces it.

     

    2. Outline of Agreement

     

    2.1 This Agreement details the terms and conditions agreed between the Parties for the development of a web site, (including technical and design details) hereinafter known as the "Project" for the Client such development to be undertaken by the Developer.

     

    3. Detailed Project Specification

     

    3.1 The Parties have agreed a detailed Project specification as defined in Schedule One of this Agreement.

     

    3.2 Any amendments proposed to this Project specification must be made in writing and delivered to the other party. Either party is entitled to request a meeting to discuss such amendments.

     

    3.3 If such proposed amendments incur additional expense the Developer is entitled to seek further payment to cover such expense.

     

    4. Fees

     

    4.1 The Client will pay the agreed fees to the Developer on delivery of the Project, completed according to the Project specification detailed in Schedule One of this Agreement. The Developer will invoice the Client and the Client will pay the invoice, including Value Added Tax, (VAT) at the prevailing rate according to the terms of payment detailed on the invoice.

     

    4.2 The Developer will require payment on the completion of development milestones where the Project involves considerable development time to implement. Such development milestones and the amount of payment for the completion of each milestone to be included within the Project specification as defined in Schedule One of this Agreement, or if not specified in Schedule One to be agreed in writing by the parties prior to the commencement of the Project.

     

    5. Expenses

     

    5.1 The Client will pay the expenses incurred by the Developer during the Project, including travel to the offices of the Client where required, the purchase of computer consumables required for the Project and such other reasonable expenses directly related to the Project.

     

    5.2 The Developer will inform the Client in writing in advance if significant expenses not covered by clause 5.1 have to be incurred during the Project.

     

    6. Delivery

     

    6.1 The Developer will deliver the completed Project to the Client by way of FTP upload or if requested Compact Disc, (CD) or such other data storage method as selected by the Developer, this will only be supplied at the end of the contracted length of the agreement as stipulated in the brief.

     

    6.2 If the Client requires the completed Project to be loaded onto a third party hosted fileserver using File Transfer Protocol (FTP) the Developer is entitled to make an additional reasonable charge for this service. The Client is responsible for ensuring that the intended fileserver or disk space on the fileserver is properly configured. The Developer will not load the completed Project onto a publicly available fileserver or disk space on such a fileserver until the Client has complied with the conditions laid out in clause 7 below.

     

    7. Project Release

     

    7.1 On delivery of the completed Project the Client will complete, sign, date and return to the Developer the Developer's standard Project Release Form.

     

    7.2 The licence granted by the Developer to the Client for use of the completed web site is only granted once the Project Release Form or sign off agreement has been correctly completed and returned to the Developer.

     

    7.3 The Client may only use or publish the completed Project web site once full payment has been made to the Developer including the 12 months maintenance and support payment as stipulated by the quote and the correctly completed Project Release Form has been returned to the Developer.

     

    7.4 The Project Release Form or sign off agreement will release the Developer from undertaking further work related to the Project. The Developer may however undertake additional work as requested by the Client either directly or indirectly related to the completed Project. Such work to be undertaken under the standard terms of business of the Developer.

     

    8. Delivery of Content & Materials

     

    8.1 The Client undertakes to deliver all the content and materials required for the Project and in the formats requested to the Developer before commencement of the Project.

     

    8.2 Where this is not possible the Client will deliver such outstanding content and materials to the Developer within 30 days of the start of the Project.

     

    8.3 The Client will notify the Developer in writing (as soon as possible) of any delays in delivering content and materials required for the Project and provide the Developer with a revised timetable for supplying such content and materials.

     

    8.4 The Developer will not be responsible for any delays, missed milestones (where specified in the Project schedual) or additional expenses incurred due to the late delivery or non-delivery of content and materials by the Client where required by the Developer for the Project.

     

    9. Notice

     

    9.1 Any notice given by either of the parties under this Agreement shall be served on the other party and addressed to that party's signatory by email, personal delivery, pre-paid recorded delivery, first-class post, or facsimile transmission to the receiving party.

     

    9.2 Any such notice shall be deemed to be effectively served as follows:

     

    9.2.1 In the case of service by pre-paid recorded delivery or first-class post 48 hours after posting.

     

    9.2.2 In the case of service by email, or facsimile transmission on the next working day.

     

    10. Confidentiality

     

    10.1 Both parties shall keep confidential the specific terms of this Agreement and Project and not disclose them save to such employees or contractors as need to know the relevant information for the purposes of performing the Project detailed in this Agreement. The parties agree that all information marked "Confidential", or where not marked it is reasonable to judge such information as confidential, shall not be disclosed at any time during the Project or for a minimum period of 2 years after the completion of the Project, except where such disclosure is required by law or by order of a court in the jurisdiction of England. The parties further agree that all information marked as a "Trade Secret" and reasonably judged to constitute a trade secret shall not be disclosed at any time during or after the expiry of this Agreement, except where such disclosure is required by law or by order of a court in the jurisdiction of England. Confidential information and Trade Secrets shall consist of, but not necessarily be limited to: technical, commercial, financial, operational, marketing or promotional information or data.

     

    11. Credits and Publicity

     

    11.1 The Client will link from the Client's completed Project web site homepage to the Developer's homepage by way of a logo or graphic image as supplied by the Developer or alternatively by way of a text hyperlink in the form, "designed by (developer's name)". Such link to appear at the foot of the Project web site homepage.

     

    11.2 Subject to clause 10 above the Client shall be able to refer to their working relationship with the Developer for press and publicity purposes after receiving the written approval of the Developer regarding the content of any such material.

     

    11.3 Subject to clause 10 above the Developer shall be able to refer to their working relationship with the Client for press and publicity purposes after receiving the written approval of the Client regarding the content of any such material.

     

    12. Intellectual Property Rights

     

    12.1 The Client undertakes to secure all copyright and any other appropriate licences, clearance or consents where required for the content and materials to be incorporated into the Project web site by the Developer.

     

    12.2 The Client grants to the Developer for the term of this Agreement and Project a non-exclusive, revocable, royalty-free licence to use its name, logos, trade marks or devices ("Intellectual Property") for the purposes of creating the Project web site.

     

    12.3 The Developer grants the Client a non-exclusive licence to use the underlying code used to create the Project web site.

     

    12.4 The Client shall not alter the coding of the Project web site or any other coding carried out as part of the Project with a view to creating a separate web site or licensing the Project web site to a third party without the prior written consent of the Developer.

     

    12.5 The Client undertakes not to materially alter or diminish the design and function of the Project web site without the prior written consent of the Developer.

     

    12.6 Neither party shall make any claim to the other party's content, materials or services during or after the expiry of this Agreement.

     

    12.7 Neither party shall make any claim to the other party's trademarks or register or cause to be registered or apply for a materially similar trademark or imitation of a trademark during or after the expiry of this Agreement.

     

    12.8 Neither party shall register or cause to be registered any company name materially similar to that of the other party.

     

    12.9 Neither party shall register or cause to be registered any domain name materially similar to that of the other party except where the Client specifically requests that the Developer register domain names similar to that of the Client's on behalf of the Client in order to prevent their registration and use by third parties. In this case all reasonable fees and expenses incurred in registration of such domain names shall be payable by the Client as part of the Project cost. On payment of the Project fees and signing of the Project Release Form by the Client the Developer undertakes to transfer all registration details, include but not limited to technical and administrative details and title to the registered domain names to the Client.

     

    13. Warranties

     

    13.1 The Client confirms that to the best of their knowledge and belief that the content and materials supplied by the Client for the purposes of the Project are not blasphemous, defamatory or obscene and do not breach any applicable law or regulation.

     

    14. Indemnities and Limitation of Liability

     

    14.1 Neither party shall be liable to the other under this Agreement in contract, tort, or otherwise (including negligence), pre-contract or other representations (other than fraudulent or negligent misrepresentations) or otherwise for any loss of business, contracts, profits or anticipated savings or for any indirect or consequential or loss whatsoever.

     

    14.2 The Client agrees to indemnify the Developer against any claims, damages, losses, costs and expenses which the Developer may sustain or incur in relation to any content and materials which the Client provides, such indemnity applying in respect of any claims for any breach of applicable law or regulation or any infringement of any intellectual property rights.

     

    14.3 The Client acknowledges that it is for the Client to ensure that the resulting Project web site does not infringe the laws of any jurisdiction within which it is actively promoted.

     

    14.4 The Developer agrees to indemnify the Client against any claims, damages, losses, costs and expenses which the Client may sustain or incur in relation to breaches of clauses 10 and 12 of this Agreement committed by the Developer.

     

    14.5 Nothing in this Agreement shall exclude or limit liability for death or personal injury resulting from the negligence of either party or their servants, agents or employees.

     

    15. Termination

     

    15.1 Either party may terminate this Agreement immediately in the event that:

     

    15.1.1 Either party commits a serious, grave or material breach or persistent breaches of this Agreement including non-performance, default or neglect of its duties, responsibilities and obligations under this Agreement, and

     

    15.1.2 Such breach remains unremedied for a period of 30 days from written notice given by the other party specifying the breach and requiring its remedy.

     

    15.2 Furthermore this Agreement may be terminated in the event that:

     

    (a) Either party is unable to pay or has no reasonable prospects of paying their debts the amount or aggregate amount of which equals or exceeds the bankruptcy level within the meaning of the Insolvency Act 1986, or

     

    (b) Being a company becomes subject to an administration order or goes into liquidation, (other than for the purpose of amalgamation or reconstruction), or

     

    (c) Has a receiver appointed to administer any of its property or assets, or

     

    (d) Ceases or threatens to cease to carry on business, or

     

    (e) Makes any voluntary agreement or enters into a compromise for the benefit of its creditors, or

     

    (f) Fails to make payment in accordance with the terms of this Agreement.

     

    15.3 On the termination of this Agreement any completed parts of the Project web site already delivered to the Client or test examples of the Project web site not already paid for by the Client will be returned to the Developer. Furthermore the Client shall not retain any copies of the returned Project web site, parts thereof or test examples of the Project web site.

     

    15.4 Any termination of this Agreement shall be without prejudice to any rights accrued in favour of either party in respect of any breach committed prior to the date of (or giving rise to) such termination and to those provisions of this Agreement which are by their construction intended to survive such termination (including, without limitation, clauses 10, 12 and this clause 15).

     

    16. Assignment

     

    16.1 Neither party may assign or otherwise transfer this Agreement or any rights, duties and obligations hereunder without the prior consent in writing of the other party.

     

    17. Force Majeure

     

    17.1 Neither party shall be liable for delay or failure to perform any obligation under this Agreement if the delay or failure is caused by any circumstances beyond its reasonable control, including but not limited to acts of god, war, civil disorder or industrial dispute. If such delay or failure continues for a period of at least 30 days, the party not subject to the force majeure shall be entitled to terminate this Agreement by notice in writing to the other.

     

    18. Joint Venture or Partnership

     

    18.1 Nothing in this Agreement shall be construed as creating a partnership, joint venture or an agency relationship between the parties and neither party shall have the authority or power to bind the other party or to contract in the name of or create a liability against the other party.

     

    19. Non-Solicitation

     

    19.1 The Client undertakes during the Project web site development period and for a period of six months after its completion not to directly or indirectly solicit or induce any of the Developer's employees to leave the employment of the Developer whether to work on a freelance or consultancy basis or to be directly employed by the Client.

     

    20. General

     

    20.1 Failure by either party to enforce any accrued rights under this Agreement is not to be taken as or deemed to be a waiver of those rights unless the waiving party acknowledges the waiver in writing.

     

    20.2 It is hereby declared that the foregoing paragraphs, sub-paragraphs and clauses of this Agreement shall be read and construed independently of each other. Should any part of this Agreement or its paragraphs, sub-paragraphs or clauses be found invalid it shall not affect the remaining paragraphs, sub-paragraphs and clauses.

     

    20.3 No addition to or modification of any clause in this Agreement shall be binding on the parties unless made by a written instrument and signed by the signatories to this Agreement or their duly authorised representatives.

     

    20.4 This Agreement sets out the entire agreement and understanding of the parties and is in substitution of any previous written or oral agreements between the parties.

     

    21. Jurisdiction

     

    21.1 This Agreement shall be interpreted construed and enforced in accordance with English law and shall be subject to the exclusive jurisdiction of the English Courts.

     

    3. Website maintenance Agreement

     

    1. Interpretations

     

    1.1 Unless the context otherwise admits words importing one gender shall include all other genders and words importing the singular shall include the plural and vice versa.

     

    1.2 Reference to any statutory provisions in this Agreement shall include any statutory provisions, which amends or replaces it.

     

    2. Outline of Agreement

     

    2.1 This Agreement details the terms and conditions agreed between the Parties for the maintenance, (including technical and design maintenance) hereinafter known as "Website Maintenance" for the Client of the following website {Unique reference number supplied on brief} such work to be undertaken by the Contractor.

     

    2.2 This Website Maintenance Agreement shall run for an Initial Term as defined in Schedule One of this Agreement also known as the quote.

     

    3. Website Maintenance Specification

     

    3.1 The Parties have agreed the detailed Website Maintenance specification as defined in Schedule One of this Agreement also known as the quote.

     

    3.2 Any amendments proposed to the Website Maintenance specification must be made in writing and delivered to the other party. Either party is entitled to request a meeting to discuss such amendments.

     

    3.3 If such proposed amendments incur additional expense the Contractor is entitled to seek further payment to cover such expense.

     

    4. Maintenance Fees

     

    4.1 The Client will pay the agreed Maintenance Fees to the Contractor as detailed in Schedule One at the agreed intervals and for a minimum turn of 12 month. The Contractor will invoice the Client and the Client will pay the invoice, including Value Added Tax, (VAT), (where applicable) and at the prevailing rate according to the terms of payment detailed on the invoice.

     

    4.2 All payments to the Contractor shall be paid within 28 days after the receipt of the Contractor’s invoice for such payment.

     

    4.3 The Contractor shall be entitled to renegotiate the ongoing Maintenance Fees prior to the expiry of the Initial Term of this Agreement in order to allow for any increase in the Fees after the expiry of the Initial Term.

     

    5. Additional Work And Fees

     

    5.1 The Client will be charged at the Contractor’s standard rate for any additional work carried out by the Contractor that falls outside the scope of the Website Maintenance detailed in Schedule One of this Agreement.

     

    5.2 Prior to commencing such work the Contractor will detail exactly the work that falls outside the agreed Website Maintenance and will provide the Client with a written estimate and timescale for the completion of the work.

     

    6. Expenses

     

    6.1 The Client will pay all reasonable expenses incurred by the Contractor during the Website Maintenance, including travel to and from the offices of the Client where required, the purchase of computer consumables required for the Website Maintenance and such other reasonable expenses directly related to the Website Maintenance.

     

    6.2 The Contractor will inform the Client in writing in advance if significant expenses not covered by clause 6.1 have to be incurred during the Agreement.

     

    7. Website Access Limitations

     

    7.1 The Client will ensure that only trained and competent members of staff shall have direct access to the underlying programs, Content Management system (where applicable), directories and files that make up the website.

     

    7.2 Furthermore such members of staff shall only follow the Contractor’s specific instructions where given.

     

    7.3 The Client will ensure that all codes and passwords required to access the internal workings of the website are stored safely and are not provided to any unqualified members of staff or any third party, (whether qualified or not).

     

    8. Backups

     

    8.1 The Contractor will keep a full backup version of the website stored in an appropriate and secure location.

     

    8.2 The Client will also keep their own full backup version of the website, again stored in an appropriate and secure location.

     

    9. Website Errors

     

    9.1 The Client will notify the Contractor within 7 working days of any defect or error in the operation or content of the website.

     

    9.2 On notification the Contractor will take action to rectify the matter in accordance with the Website Maintenance detailed in Schedule One of this Agreement.

     

    9.3 Where an error or defect has a direct and serious impact on the operation of the website the Contractor will use all reasonable endeavours to rectify the issue as soon as practicably possible.

     

    9.4 The correction of such errors or defects excludes those caused by unqualified members of the Client’s staff or third parties given access to the website by the Client or by the Contractor when requested by the Client. Or where caused by third party equipment or software, even where supplied by the Contractor.

     

    10. Delivery of Content & Materials

     

    10.1 The Client undertakes to deliver all the content and materials required for the Website Maintenance and in the formats requested by the Contractor before commencement of the Website Maintenance.

     

    10.2 Where this is not possible the Client will deliver such outstanding content and materials to the Contractor within 30 days of the start of the Website Maintenance.

     

    10.3 The Client will notify the Contractor in writing (as soon as possible) of any delays in delivering content and materials required for the Website Maintenance and provide the Contractor with a revised timetable for supplying such content and materials.

     

    10.4 The Contractor will not be responsible for any delays or additional expenses incurred due to the late delivery or non-delivery of content and materials by the Client where required by the Contractor for the Website Maintenance.

     

    11. Notice

     

    11.1 Any notice given by either of the parties under this Agreement shall be served on the other party and addressed to that party's signatory by email, personal delivery, pre-paid recorded delivery, first-class post, or facsimile transmission to the receiving party as set out in this clause 11:

     

    11.2 Any such notice shall be deemed to be effectively served as follows:

     

    11.2.1 In the case of service by pre-paid recorded delivery or first-class post 48 hours after posting.

     

    11.2.2 In the case of service by email, or facsimile transmission on the next working day.

     

    12. Confidentiality

     

    12.1 Both parties shall keep confidential the specific terms of this Agreement and Website Maintenance and not disclose them save to such employees or contractors as need to know the relevant information for the purposes of performing the Website Maintenance detailed in this Agreement. The parties agree that all information marked "Confidential", or where not marked it is reasonable to judge such information as confidential, shall not be disclosed at any time during the Website Maintenance or for a minimum period of 2 years after the completion of the Website Maintenance, except where such disclosure is required by law or by order of a court in the jurisdiction of England. The parties further agree that all information marked as a "Trade Secret" and reasonably judged to constitute a trade secret shall not be disclosed at any time during or after the expiry of this Agreement, except where such disclosure is required by law or by order of a court in the jurisdiction of England. Confidential information and Trade Secrets shall consist of, but not necessarily be limited to: technical, commercial, financial, operational, marketing or promotional information or data.

     

    13. Intellectual Property Rights

     

    13.1 The Client undertakes to secure all copyright and any other appropriate licences, clearance or consents where required for any content and materials provided by the Client that may be incorporated into the website by the Contractor.

     

    13.2 All intellectual property rights associated with the website, both before, during and after alteration or modification under this Agreement rest solely with the Client and the Contractor assigns and agrees to take all necessary steps to assign all such interests to the Client.

     

    13.3 The Contractor shall not make any claim to the Client's content, materials or services during or after the expiry of this Agreement.

     

    13.4 The Contractor shall not make any claim to the Client's trademarks or register or cause to be registered or apply for a materially similar trademark or imitation of a trademark during or after the expiry of this Agreement.

     

    13.5 The Contractor shall not register or cause to be registered any company name materially similar to that of the other party.

     

    13.6 The Contractor shall not register or renew, or cause to be registered or renewed any domain name owned or used by the Client, or materially similar to those owned or used by the Client, except where the Client specifically requests that the Contractor register or renew such domain names in order to prevent their registration and use by third parties. In this case all reasonable fees and expenses incurred in registration of such domain names shall be payable by the Client as part of the Website Maintenance cost. At the end of this Agreement the Contractor undertakes to transfer all registration details, including but not limited to technical and administrative details and title to the registered domain names to the Client.

     

    14. Warranties

     

    14.1 The Client confirms that to the best of their knowledge and belief that any content and materials supplied by the Client as part of this Agreement are not blasphemous, defamatory or obscene and do not breach any applicable law or regulation in the jurisdiction.

     

    15. Indemnities and Limitation of Liability

     

    15.1 Neither party shall be liable to the other under this Agreement in contract, tort, or otherwise (including negligence), pre-contract or other representations (other than fraudulent or negligent misrepresentations) or otherwise for any loss of business, contracts, profits or anticipated savings or for any indirect or consequential or loss whatsoever.

     

    15.2 The Client agrees to indemnify the Contractor against any claims, damages, losses, costs and expenses which the Contractor may sustain or incur in relation to any content and materials which the Client provides, such indemnity applying in respect of any claims for any breach of applicable law or regulation or any infringement of any intellectual property rights.

     

    15.3 The Client acknowledges that it is for the Client to ensure that the website does not infringe the laws of any jurisdiction within which it is actively promoted.

     

    15.4 The Contractor agrees to indemnify the Client against any claims, damages, losses, costs and expenses which the Client may sustain or incur in relation to breaches of clauses 12 and 13 of this Agreement committed by the Contractor.

     

    15.5 Nothing in this Agreement shall exclude or limit liability for death or personal injury resulting from the negligence of either party or their servants, agents or employees.

     

    16. Termination

     

    16.1 Either party may terminate this Agreement immediately in the event that:

     

    16.1.1 Either party commits a serious, grave or material breach or persistent breaches of this Agreement including non-performance, default or neglect of its duties, responsibilities and obligations under this Agreement, and

     

    16.1.2 Such breach remains unremedied for a period of 30 days from written notice given by the other party specifying the breach and requiring its remedy.

     

    16.2 Furthermore this Agreement may be terminated in the event that:

     

    (a) Either party is unable to pay or has no reasonable prospects of paying their debts the amount or aggregate amount of which equals or exceeds the bankruptcy level within the meaning of the Insolvency Act 1986, or

     

    (b) Being a company becomes subject to an administration order or goes into liquidation, (other than for the purpose of amalgamation or reconstruction), or

     

    (c) Has a receiver appointed to administer any of its property or assets, or

     

    (d) Ceases or threatens to cease to carry on business, or

     

    (e) Makes any voluntary agreement or enters into a compromise for the benefit of its creditors, or

     

    (f) Fails to make payment in accordance with the terms of this Agreement.

     

    16.3 On the termination of this Agreement any completed parts or test examples of the website already completed by the Contractor and delivered to the Client, but not already paid for by the Client will be returned to the Contractor. Furthermore the Client shall not retain any copies of the returned parts thereof or test examples of the website that have not been paid for.

     

    16.4 Any termination of this Agreement shall be without prejudice to any rights accrued in favour of either party in respect of any breach committed prior to the date of (or giving rise to) such termination and to those provisions of this Agreement which are by their construction intended to survive such termination (including, without limitation, clauses 12, 13 and this clause 16).

     

    17. Assignment

     

    17.1 Neither party may assign or otherwise transfer this Agreement or any rights, duties and obligations hereunder without the prior consent in writing of the other party.

     

    18. Force Majeure

     

    18.1 Neither party shall be liable for delay or failure to perform any obligation under this Agreement if the delay or failure is caused by any circumstances beyond its reasonable control, including but not limited to acts of god, war, civil disorder or industrial dispute. If such delay or failure continues for a period of at least 30 days, the party not subject to the force majeure shall be entitled to terminate this Agreement by notice in writing to the other.

     

    19. Joint Venture or Partnership

     

    19.1 Nothing in this Agreement shall be construed as creating a partnership, joint venture or an agency relationship between the parties and neither party shall have the authority or power to bind the other party or to contract in the name of or create a liability against the other party.

     

    20. Non-Solicitation

     

    20.1 The Client undertakes during the Website Maintenance period and for a further period of six months after its completion not to directly or indirectly solicit or induce any of the Contractor's employees to leave the employment of the Contractor whether to work on a freelance or consultancy basis or to be directly employed by the Client.

     

    21. General

     

    21.1 Failure by either party to enforce any accrued rights under this Agreement is not to be taken as or deemed to be a waiver of those rights unless the waiving party acknowledges the waiver in writing.

     

    21.2 It is hereby declared that the foregoing paragraphs, sub-paragraphs and clauses of this Agreement shall be read and construed independently of each other. Should any part of this Agreement or its paragraphs, sub-paragraphs or clauses be found invalid it shall not affect the remaining paragraphs, sub-paragraphs and clauses.

     

    21.3 No addition to or modification of any clause in this Agreement shall be binding on the parties unless made by a written instrument and signed by the signatories to this Agreement or their duly authorised representatives.

     

    21.4 This Agreement sets out the entire agreement and understanding of the parties and is in substitution of any previous written or oral agreements between the parties.

     

    22. Jurisdiction

     

    22.1 This Agreement shall be interpreted construed and enforced in accordance with English law and shall be subject to the exclusive jurisdiction of the English Courts.

     

    Schedule One

     

    Website Maintenance

     

    - Update content on website, any content to be updated to be provided by the Client.

     

    - Act as a consultant for any projects that impact the Web Site and/or projects defined in the project specified above.

     

    - Client to provide clear instructions of updates required.

     

    - Update and keep all website navigation in order, both for internal website navigation and links to external websites, including both text and graphic navigation.

     

    - Ensure the proper use of coding on the website by following recognised web standards for css and any other coding language used.

     

    - Ensure website is search engine friendly through use of CSS, website structure, use of “alt” tags for graphic links and naming of file directories and files.

     

    - Ensure the registration or renewal of domain names as directed by the Client.

     

    4. Service Level Agreement Overview

     

    Overview

     

    This Agreement represents a Service Level Agreement (“SLA” or “Agreement”) between Target Ink and party for the provisioning of Website maintenance required to support and sustain our product.

     

    This Agreement remains valid until superseded by a revised agreement mutually endorsed by both parties.

     

    Contact details

     

    Support: 01892 800 400

     

    General enquiries: 01892 516 405

     

    (Available 9am - 5:30pm)

     

    Email: support@maintenanceaccounts.com

     

    Support supplied through TI maintenance system, phone and email.

     

    (This is monitored between the hours of :930 and 5:30 Monday - Friday)

     

    Our agreement to you:

     

    All support requests will be responded to or where possible completed within 2 working days

     

    Whats included:

     

    • Domain management

    • Hosting management

    • Domain renewals and transfers, costs included

    • Updates to function security and code as they become available to us. Managed internally

    • New pages that follow the design of an existing template (Up to x5 per month, database driven pages do

    not apply, for example news, blogs, events etc)

    • Images, adding, deleting, replacing

    • Text amends, as requested

    • Colour changes, background, section, link text, text

    • Movement of page elements on any given template. For example: the position of contact forms or point of

    sale.

    • Links, adding deleting amending. Health check included with free SEO

    • Full website health checks to be carried out monthly

    • Changes to meta-information

    • The addition of social media integration

    • Updating of social media, on page as well as in code.

    • The addition of video content, The update of existing video content

    • Upload of blog articles, including images, links and downloads

    • Upload of events articles, including images, links and downloads

    • Addition of contact forms

    • Amendments, addition and removal of fields within contact forms

     

    Whats not included:

     

    • New template design, pages that cannot be created by repeating the layout of an existing page

    • Design presentations

    • New functionality, a plug-in or a function not requested or required by the initial signed off website at the

    point of going live

    • Copy writing

    • Image editing (Uploading colouring and cropping is included)

    • New design element generation, for example new Icons

    More than 5 new pages a month may incurs an extra charge.

     

    All amendments or updates not defined within this document may be treated as exclusions However where possible we will always endeavour to accommodate changes without additional costs.

     

    Contact procedure

     

    When contacting Target Ink via phone the following items should be available:

     

     • Full explanation of how to reproduce any issues, including devise or browser information

     

     • Specific user login details should be available

     

     • Full description of problem

     

     • Screen shot where possible

     

     • Remote access to server where applicable

     

    When contacting Target Ink via email the following rules should be adhered to:

     

     • Only emails to support@maintenanceaccounts.com will be

     

     • Specific user login details should be available given

     

     • Full description of problem

     

     • Screen shot where possible

     

     • Remote access to server where applicable

     

    When contacting Target Ink via the maintenance and support system the following rules should be adhered to:

     

     • Full explanation of how to reproduce any issues, including devise or browser information

     

    • Only emails to support@maintenanceaccounts.com will be

     

     • Specific user login details should be available given

     

     • Full description of problem

     

     • Screen shot where possible

     

     • Remote access to server where applicable

     

    Processing requests

     

    Calls and emails will be processed using the following categories for priority assigned in the

     

    following order:

     

    Urgent requests: receive attention within 1 hour

     

    Urgent requests may include: Unable to access website/application, Faults relating to access to the database, Unable to view sections of the website/application.

     

    High priority requests: receive attention within 24hours.

     

    High Priority requests may include: Faults relating to the management of the database, Faults relating to management of user information, Faults relating to functions required by the website/application.

     

    All other priority requests: will be progressed within 2 working days.

     

    Development requests: these are requests that require development of the site outside the maintenance agreement “included” parameters listed above.

     

    Development requests: will be scheduled for resolution within 1 weeks, deadlines will be agreed by both parties. include any addition to the site or edit to it’s function or presentation.

    General Maintenance:

     

    In accordance with your hosting agreement we will maintain the product quality by updating or maintaining code where required or where we can find a beneficially effect. - Including: HTML, CSS, JavaScript, JQuery, PHP, MySQL, Flash. Training: This agreement does not include training although “How to” questions will be answered at the time of the call or will be scheduled for resolution during normal working hours.

     

    5. Content Submitted to the website

     

    You are responsible for any information, data, text, music, software, sound, photographs, graphics, video, messages or other content which you post or upload and/or display (in public or privately) to the Website or request Target Ink Ltd to do so on your behalf. Target Ink Ltd may (but shall not be obliged to) delete, edit, lock, move or remove any Content without notice and for any reason, including, without limitation, Content which, in our sole discretion, violates these Terms or is or may be irrelevant, out of date, inappropriate or objectionable in any way whatsoever, or in respect of which Target Ink Ltd receives any complaint (whether justified or not). By posting, uploading and/or displaying any Content to the Website you warrant that: (a) you own all intellectual property and proprietary rights in such Content or that you have a licence from the owner of such rights to post, upload and/or display such Content on the Website and willl not infringe the intellectual property or proprietary rights of any third party. You acknowledge that Target Ink Ltd will not screen or otherwise check any Content which is submitted by you or any other user of the Website Service before it is posted, not monitor yours or any person’s use of the Website Service. As such, you as the user of the Website Service are responsible for any Content you submit to the Website and the manner in which the Website Service is used under your username.

     

    6. Disclaimer/Liability

     

    USE OF THE WEBSITE AND/OR THE WEBSITE SERVICE IS AT YOUR OWN RISK. THE WEBSITE AND THE WEBSITE SERVICE IS PROVIDED ON AN “AS IS” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) TARGET INK LTD DISCLAIMS ALL LIABILITY WHATSOEVER, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE IN RELATION TO THE WEBSITE AND/OR THE WEBSITE SERVICE; AND (B) ALL IMPLIED WARRANTIES, TERMS AND CONDITIONS RELATING TO THE WEBSITE AND/OR THE WEBSITE SERVICE (WHETHER IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE), INCLUDING (WITHOUT LIMITATION) ANY WARRANTY, TERM OR CONDITION AS TO ACCURACY, COMPLETENESS, SATISFACTORY QUALITY, PERFORMANCE, FITNESS FOR PURPOSE OR ANY SPECIAL PURPOSE, AVAILABILITY, NON INFRINGEMENT, INFORMATION ACCURACY, INTEROPERABILITY, QUIET ENJOYMENT AND TITLE ARE, AS BETWEEN TARGET INK LTD AND YOU, HEREBY EXCLUDED. IN PARTICULAR, BUT WITHOUT PREJUDICE TO THE FOREGOING, WE ACCEPT NO RESPONSIBILITY FOR THE CONDUCT OF ANY USER AND/OR ACCOUNT HOLDER OF THE WEBSITE AND/OR WEBSITE SERVICE; ANY ERROR, DELAY OR FAILURE IN THE TRANSMISSION OF ANY COMMUNICATION BETWEEN USERS AND/OR ACCOUNT HOLDERS; ANY TECHNICAL FAILURE OF THE INTERNET, THE WEBSITE AND/OR THE WEBSITE SERVICE; OR ANY DAMAGE OR INJURY TO USERS OR THEIR EQUIPMENT AS A RESULT OF OR RELATING TO THEIR USE OF THE WEBSITE OR THE WEBSITE SERVICE. YOUR STATUTORY RIGHTS ARE NOT AFFECTED.

01892 800 400

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Target Ink Digital Marketing Tunbridge Wells Kent

TARGET INK LTD

2a The Yard, Tunbridge Wells, Kent, TN4 0DP

 

© CRAFTED 2018

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