4 September 2023

Terms and Conditions

Effective date:     Monday 4th September 2023

Version no:    3.0.3

Applicable Lawsall applicable laws, regulations and codes of conduct, whether or not compulsory
Business Hours9am to 5pm Monday to Friday excluding bank holidays in England
Client Materialall copy, content, graphics, images, software, data and other materials provided or to be provided by the Clientto the Supplier in connection with the Services 
Codethe code to be developed by the Supplier for the Client and which constitutes the Website if applicable
Exceptional Circumstanceswhere the Supplier has reason to believe that: it is necessary to protect the Supplier or its other customers or the public and/or to minimise the Supplier’s exposure to breach of Applicable Laws or the risk of civil or criminal proceedings and/or to respond to claims of breaches or infringements of third-party rights; or the Client has become the target of denial of service, hacking or other malicious activities.
Excluded MattersThird-Party Material;  modifications or customisation to the Code not carried out or authorised by the Supplier; and  any incorrect, improper or unauthorised use of the Code.
Intellectual Property Rights worldwide copyright, design rights, database right, patents and any rights to inventions, know-how, trade and business names, trade secrets, logos and devices, trade and service marks (whether registered or unregistered) and any applications therefor and all rights in confidential information
Legal Documentsany suggested terms and conditions, privacy policies, consent notices or other legal documents or text provided by the Supplier for use on the Website
Monthcalendar month
One-off Servicesany of the following services:  Website Development; domain name registration;  software development; videography; design-related services such as corporate identity and logo design;  email/text marketing campaigns; and any related or other one-off services (but excluding any Recurring Services).
Online ToolsLeadflo CRM, The Fresh chatbot and any other online tools offered by the Supplier
Other Materialworks other than Code which the Supplier creates for the Client in connection with the Services such as logo/branding, videos, photos, branding
Premium Add-Onscertain Third-Party Material for which the Supplier pays a third-party whether through the Supplier’s own account with that third-party or otherwise, including call tracking, advanced tracking tools such as Hotjar, videos hosted on the Supplier’s Vimeo or other video account and forms created through the Supplier’s form-builder accounts
Recurring Servicesany of the following services:  website hosting; website support/maintenance; domain name management; Online Tools; SEO/PPC; and any related or other recurring services.
Servicesany services to be provided by the Supplier to the Client including One-off Services and Recurring Services 
Supplier Contentany content created by the Supplier for use on the Website (including Legal Documents) or otherwise
 Third-Party Materialthird party software, images or other resources comprised within the Code or Other Material including third party plugins
Warranty Period30 days after Launch of the Website
Websitethe Code insofar as it comprises any website/app to be developed by the Supplier for the Client
Website Developmentdesign and/or development of the Website
in writingall forms of visible reproduction in permanent form (including email unless otherwise stated)

Words in the singular include the plural and vice versa. References to a “person” shall include any individual, firm, unincorporated association or body corporate. Any reference in this agreement to any provision of a statute shall be construed as a reference to that provision, as amended, re-enacted or extended at the relevant time. The word “including”, unless the context otherwise requires, shall mean “including without limitation”. The headings in this agreement are for convenience only and shall not affect its interpretation.

Contract

One-off Services

Recurring Services

General

In the event of suspension, the Client remains liable to pay for the Services during the period of suspension if the Client is at fault. The Supplier is entitled to make resumption of suspended Services subject to reasonable conditions including payment of a reasonable reconnection fee.


SCHEDULE 1

ADDITIONAL TERMS

Website hosting

General

Support

Maintenance


SCHEDULE 2

DATA PROCESSING AGREEMENT

Definitions

Data processing

Replacement of this schedule

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