PinkDylan - Web Design Worcester UK - Web Design, Web Marketing Actinic Ecommerce E-Commerce - Worcester, Worcestershire West Midlands Gloucestershire

A.1 - Payment Terms

Third Party Software (e.g. Actinic) - Payment with order.

Bespoke Software - As detailed in quotation.

Bespoke Web Design and Actinic E-Commerce sites - 33.3% with order, balance 14 days after delivery. If delivery delayed due to late supply by client of material or information, then interim payments that fairly reflect the work completed will be payable by the client to pinkdylan.

Bespoke E-Commerce and Database Work - 50% with order, balance 14 days after delivery. If delivery delayed due to late supply by client of material or information, then interim payments that fairly reflect the work completed will be payable by the client to pinkdylan.

Updates - strictly 30 day account (subject to approval, otherwise cash with order or by credit card with a 4% supplement).

Training - strictly 30 day account (subject to approval, otherwise cash with order or by credit card with a 4% supplement).

Credit Cards - payments by credit card will be subject to a 4% surcharge to cover fees incurred by pinkdylan.

Non Payment of bills for design, programming or updates - pinkdylan shall have the right to suspend, or require to be suspended, any website, e-commerce or database solution if our invoices for such work are overdue, and we have formally requested the overdue payment by email with a reminder that the site may be suspended within 7 days. If a site is suspended, it will be replaced with the clients logo, name, address, phone number and a message "Suspended Pending Payment", OR a standard message defined by the server where the server provides a "Site Suspend" feature.

A.2 - Copyright etc.

BESPOKE WORK - After, and only after, full payment has been received by pinkdylan the Client has right of free "single site" use of the work produced by pinkdylan and to copy same for backup purposes only, client may expand the site for his own use. Client may not resell, duplicate (other than for backup), or give away pinkdylan work without written consent. Any software or content management solutions supplied for management of, or to provide functionality of the site is also provided on a "single site" basis unless specifically agreed otherwise in writing and such software may not be duplicated. pinkdylan undertake not to reproduce an exact copy of the site/solution for another client. Individual elements of coding and similar graphics may be used as pinkdylan desire. pinkdylan can only transfer copyright to the client to the extent that they own the copyright to transfer it. Sites incorporating pinkdylan content management solutions may only be hosted on pinkdylan servers.

WEBSTART - Copyright remains with pinkdylan, the fee charged is for rental of the site and hosting (on an annual basis, automatically renewed each year unless either party gives the other party at least 30 days written notice sent by recorded delivery post), the client has no rights to publish the site to any server. pinkdylan may resell the same design as often as they wish.

MATERIAL and INSTRUCTIONS supplied by client - pinkdylan shall have no liability as a result of copyright infringement due to the use of material supplied by the client, or instructions given by the client. Any such infringement is wholly the liability of the client.

Third Party Software is subject to license terms and conditions.

Publicity and Acknowledgements - pinkdylan shall have an automatic right to use their work for promotion purposes, including but not limited to live demonstrations, printed screen shots and links to the clients site (if available to the general public) from the pinkdylan site. All work produced by pinkdylan may include (on all screens) a subtle pinkdylan credit with a link to the pinkdylan website. This is a condition of contract unless agreed differently in writing within our quotation. Copyright of and right to use pinkdylan work is subject to these credits never being removed without our written consent.

A.3 - Suitability and Liability

Suitability - The client is responsible for satisfying him/herself that the solution proposed by pinkdylan meets their needs. Written clarification of any points raised will be provided by pinkdylan on request.

Errors and Omissions, including functionality - Whilst pinkdylan make every effort to ensure that our work is free from functional errors including errors such as incorrect calculations, displaying wrong data, processing payments incorrectly and such like, the client must satisfy themselves that all functionality and information is correct BEFORE accepting live orders, and the client MUST supply pinkdylan with their own terms and conditions for publication on the site and these conditions must limit the clients liability to their customers as far as the law allows, and the client must check that their terms and conditions are accurately displayed on the site. The client must also perform adequate and regular ongoing audit checks on all functionality and advise pinkdylan of any issues as soon as they occur.

Maximum Liability - pinkdylan's maximum liability under any circumstances whatsoever (other than personal injury or death) shall be to rectify any errors or provide a full refund of monies received at the discretion of pinkdylan. The client shall have unlimited liability to pinkdylan in so far as it fully covers any liability pinkdylan is shown to have (to the client or third parties) as a direct or indirect result of pinkdylan following instructions given by the client or using material provided by the client.

Additional Work and Legislation - pinkdylan may invoice the client for any additional work necessary as a result of the client providing wrong information or materials, or requesting additional functionality or volume (additional content) to that quoted for.

pinkdylan shall have no liability resulting from the software failing to offer any specific function or ability unless the said function or ability is clearly indicated as being present in our original quotation, or our quotation refers to a specification supplied to pinkdylan by the client and such function or ability is clearly and unambiguously detailed in the specification.

pinkdylan shall be entitled to invoice the client for any additional work necessary due to a change in legislation that was not known of at the date of quotation, or where legislation does exist at time of quotation but is either unclear or has not regularly (at time of quote) been used successfully against websites of a similar size, nature of business and functionality. The client must advise pinkdylan in advance of quotation of any specific legislation that the site/application must comply with and where such a request is made this fact will be stated clearly in the pinkdylan quotation - and the client must ensure this is the case.

A.4 - Delivery

pinkdylan always quote delivery times based on best estimates at time of quotation with due regard for the amount of work currently on. However, this delivery time is only an estimate and is NOT a fundamental part of the contract unless the quotation clearly guarantees a delivery date, and in that case the guarantee shall only apply if the client has provided all material and information necessary to complete the site within 7 days of the date of the quote or as otherwise stated in the quote.

B.1 - Payment Terms

Monthly Hosting Contracts - First month with order, subsequent months by standing order. First standing order payment due on the 23rd (or thereabout) of the first month of service to cover the following month. (i.e. payments are due monthly in advance).

Annual Hosting Contracts - Payable by cheque annually in advance. (Payment required by return on receipt of invoice).

Excess Disk Space / Bandwidth (where applicable) - Payable on receipt of invoice.

Domain Names - We will usually invoice domain names as soon as we receive notification of forthcoming renewal from our suppliers. This is often 2 to 3 months prior to renewal, but can be much closer to renewal.

Payment should be made IMMEDIATELY on receipt of invoice in order to ensure there is no risk of non-renewal. We are not obliged to renew domain names prior to receipt of payment, and not paying invoices on receipt can therefore potentially result in permanent loss of the name. Renewal of domain names before receipt of payment is totally at the discretion of pinkdylan. All .co.uk and other names issued by Nominet are subject to entering into a contract with Nominet. See HERE for more details and link to Nominet terms.

Late Payment - Hosting - An additional £5.00+vat fee will be payable for any month that the required hosting payment is not received by standing order on the due date.

In the event of non payment of any amount due pinkdylan may seek the full sum due to the end of the current term (see B.5 below) and withdraw all services pending payment following 7 days notice given to the client. If hosting and email services are suspended the website will be replaced with a message indicating the services have been suspended pending payment.

B.2 - Price Revisions

Price Revisions - Hosting and Email Facilities
For contracts invoiced and paid annually, pinkdylan guarantee not to ask for additional payments relating to services provided under the terms of the contract during the current contract year regardless of increases in our costs. (excess usage is payable if applicable).

At each anniversary on an annually invoiced and paid contract, pinkdylan may review and change the fees payable right up to the date of raising the invoice. If any increase applied by pinkdylan does NOT exceed an increase based on the retail price index (or other similar relevant index issued by the government from time to time) calculated from the date of the last increase applied by pinkdylan to the contract, then the client shall be obliged to pay such increase unless notice of cancellation has already been received (in line with "Termination" below). Where the increase applied by pinkdylan exceeds a figure to cover inflation based on the retail price index (or other similar relevant index issued by the government from time to time), calculated since the date of the previous increase, and the increase is not due to changes in the service level provided and requested by the client (such as space and bandwidth) then the client shall have the right to cancel the contract with two weeks notice in writing (see "Termination" below for acceptable means) and this notice must be received by pinkdylan within 7 days of receipt of information advising such increase (invoice or otherwise). In the event of cancellation under these circumstances the client will be liable to pay for services provided between the renewal date and the actual date of termination based on the rates charged pre-increase.

For contracts invoiced and paid monthly, regardless of the actual anniversary dates, pinkdylan may revise charges annually from 1st January. Where the increase applied by pinkdylan exceeds a figure to cover inflation based on the retail price index (or other similar relevant index issued by the government from time to time) calculated from the date of the previous increase, and the increase is not due to changes in the service level provided and requested by the client (such as space and bandwidth) then the client shall have the right to cancel the contract with two weeks notice in writing (see "Termination" below for acceptable means) and this notice must be received by pinkdylan within 7 days of receipt of information advising such increase (invoice or otherwise). In the event of cancellation under these circumstances the client will be liable to pay for services provided between the renewal date and the actual date of termination based on the rates charged pre-increase.

Price Revisions - Domain Names
Domain Names will be invoiced at the then current pinkdylan rates. As at 1st January 2007 these are £30+vat (per 2 years) for a ".co.uk" and £35+vat (per 2 years) for a ".com" (by way of examples). We will not increase our fees in relation to domain names unless the fees we pay suppliers increase. Domain name fees include providing management of DNS if required, but not any hosting (or email) facilities - these require a hosting contract. If we do increase these fees we will revise these terms AND advise all domain holders by their last known email address.

B.3 - "Inclusive" Bandwidth and Disk Space

Every hosting contract includes a pre-defined maximum amount of Disk Space (physical space on the hard drive), used to store the web site and email, any other files you may upload, log files etc.) and Bandwidth (the amount of data transferred to and from your server - including but not limited to web site usage and emails).

Unless we have specifically quoted the client for a bespoke package, then the space and bandwidth included in the quoted fee will be based on one of three packages as below:

Basic "Home" package (legacy of us taking over NSH Consultancy and not available for new contracts). This applies to all contracts paying around £100 p.a. or £12.00 p.m. (as at 1st Jan 2007, exc. VAT).
- Includes 50mb disk space
- Includes 500mb/month Bandwidth
"Standard Hosting" (Option 1) package - as used by most clients not running e-commerce or database driven sites. This will be the package used by clients typically paying around £230 p.a. or £19.50 p.m. (as at 1st Jan 2007 exc. VAT).:
- Includes 200mb disk space
- Includes 2000mb/month Bandwidth (approx 2gig)
"Enhanced Hosting" (Option 1) package - as used by most clients not running e-commerce or database driven sites. This will be the package used by clients typically paying around £350 p.a. or £29.50 p.m. (as at 1st Jan 2007 exc. VAT).:
- Includes 400mb disk space
- Includes 4000mb/month Bandwidth ( approx 4gig)

Clients not paying one of the specific process above will usually have received an individual quote specifying space and bandwidth. Otherwise the services provided will be those above based on the "nearest match" price.

B.4 - Excess Bandwidth / Disk Space

Where usage exceeds inclusive space and/or bandwidth, pinkdylan will invoice for the additional services in arrears, usually monthly, but where amounts are relatively small (and the total bill for excess does not exceed £100 exc vat), pinkdylan may opt to invoice annually in arrears.

Clients may opt to have a "Limited" account under which we will suspend the account once bandwidth limit is reached each month, and prevent disk space allocation from being exceeded. Clients must be aware that this could could prevent the web site and / or email from working until the start of the next month (bandwidth exceeded) or files are removed from the server (space exceeded). This option is conditional upon the client requesting same in writing, and ensuring that confirmation is received from us as evidence that this option has been exercised.

B.5 - Contract Term and Termination - Hosting and Domain Names

Hosting
There is a minimum contract term of 12 months for hosting and email facilities.

The contract shall automatically be renewed each year for a further 12 months (hosting) unless at least two weeks notice is given by either party in writing, by recorded delivery post, prior to the forthcoming renewal. Email notification is acceptable IF AND ONLY IF the other party acknowledges receipt by email. It is up to the party giving notice to ensure that they have evidence that such notice has been received by the other party.

Termination - should the client give notice of termination of a hosting contract, then the client must obtain a copy of all material (including email) required from the server before midnight on the last day of the contract. pinkdylan will provide any information the client may reasonably request to help achieve this. The client will be responsible for publishing any such material to their new providers servers, including any reconfiguration required to make it work on the new server. Once the hosting contract with pinkdylan is terminated there will be no further opportunity for the client to obtain a copy of any material previously hosted on the pinkdylan server.

Domain Names
Domain names are typically registered for 2 years at a time. With certain names (including .co.uk) this is the ONLY term possible. Other domain names may have different options, but we will invoice for two years unless specifically requested otherwise, or a two year period is not possible (some foreign domains).

Where possible, with domains that we have control of, we set domains to "Auto Renew", Clients are not obliged to renew domain names past the date for which they are currently registered, BUT the client MUST advise pinkdylan in writing at least one month before renewal due date if they do not wish to renew. pinkdylan reserve the right not to renew names that have not been paid for at least two weeks in advance renewal but where this right is not exercised, the client must pay for the renewal if they have not provided the necessary notice of cancellation.

B.6 - Backups

pinkdylan servers run Raid, which is designed to result in no loss of data in the event of one hard drive failing. pinkdylan also buy in services to back up their servers nightly to another server located at a different physical location to the main server. This backup is designed to hold backups for each of the past 4 days (i.e. there are four different backups, all on the same physical machine). The backup machine also runs Raid, further protecting data.

pinkdylan shall have no liability in the most unlikely event that both the main server and the backup server fail at the same time (or the backup server fails after the main server, but before a restore of the main server can take place). pinkdylan shall also have no liability in the event that both main server and backup servers are unavailable to us due to our suppliers going out of business (we use suppliers who we believe with reasonable grounds to be both profitable and debt free).

In practice pinkdylan maintain several copies of all websites designed and maintained by pinkdylan at our offices (and copies in more than one physical building), and would be able, in time, to recover sites (but not email) in the event of a double server failure or total failure of a supplier - back to the state last published by pinkdylan. pinkdylan do NOT store additional copies of sites not designed or maintained by pinkdylan, and will not have additional backups of up to date databases, emails, log files and the like. Our "practice" of doing this is however not a formal part of this contract, but for information only.

Clients who feel that the "server and backup machine" setup at two locations but managed by the same supplier is not secure enough for their needs should make additional arrangements.

IMPORTANT - it is CRITICAL that clients running Actinic sites understand that they MUST keep their own backups (Actinic Snapshots). Whilst our servers and backup machine should facilitate recovery of the live site in the event of a server failure, it will NOT enable the client to recover the essential Actinic site on their own machine in the event of the failure of the clients machine. If the clients machine fails or is stolen, without such Actinic backups the client will need to re-enter all of their products etc, and will have lost details of orders.

B.7 - Liability

Hosting and Email - The maximum liability of pinkdylan in the event of failure to supply the contracted hosting and email service shall be a refund of monies received in respect of the period for which service was unavailable. Clients who feel they could suffer unacceptable financial or other loss in the event of a server failure (possibly combined with a backup failure), problems with DNS and domain names, must ensure they take out adequate insurance to cover such losses (as they may well do in relation to risks on their own premises). pinkdylan will make available to any insurance company information they may reasonably request to evaluate risks (where we are authorised to provide such information by the client).

Domain Names - If pinkdylan fail to renew a domain name that was first registered through pinkdylan then pinkdylan will pay any reactivation costs that may be applied*. The absolute maximum liability in the event of a total accidental loss of a domain name shall be £500.00. Domain renewal dates and status are freely available online ( www.nominet.org in the case of ".uk" names) and we require all clients to make themselves aware of the renewal dates for all of their names and ensure renewals have taken place.

*Under no circumstances whatsoever shall pinkdylan have any liability for failing to renew a domain name unless pinkdylan have received and banked payment for the name at least seven working days prior to the renewal date.

pinkdylan periodically set all domain names registered directly by ourselves to "auto-renew", minimising the possibility of loss. pinkdylan shall have no liability whatsoever in the event of the failure of the auto renew facilities (which are provided by third parties and we do not charge for). Domains hosted by pinkdylan but registered via third parties are not the responsibility of pinkdylan to renew.

Abuse and Client Negligence - The client shall be liable for the full costs incurred by pinkdylan in the event of the client attempting to run any unsuitable software on the server, or otherwise abusing the server, including getting mail servers blacklisted for sending out unsolicited mail.

B.8 - third Party Terms

Certain services supplied by pinkdylan are subject to third party terms and conditions. Where this applies then the client shall be liable to comply with such terms and conditions and shall indemnify pinkdylan in full in respect of any costs incurred by pinkdylan as a result of the client failing to adhere to such terms. Such terms shall be deemed to form part of this contract. The most obvious examples being terms imposed by the issuers of domain names (Nominet with .co.uk domains for example), terms imposed by our data centre and terms imposed by Google and the like for paid sponsored search engine listings).

B.9 - Privacy

pinkdylan will not disclose any personal or other private information to any third party unless legally obliged to do so or authorised to do so by the client. pinkdylan may store copies of all personal emails, but will not read them (other than as necessary when dealing with support issues) or otherwise disclose contents to third parties unless the law requires us to do so.

B.10 - Usage

pinkdylan servers may not be used for any illegal or immoral purpose including adult material, racist or otherwise offensive or politically extreme material or any other material considered by pinkdylan, at its sole discretion, to be unsuitable.

Our mail servers may only be used for outgoing mail if the client also purchases pinkdylan broadband services, or NSH Consultancy broadband servces. Clients should use outgoing mail server facilities provided by their own broadband provider. Where the client uses a broadband provider that does not allow the sending of mail through their servers where the return address is not also hosted by them, then pinkdylan may be in a position to provide suitable facilities at an additional charge.

pinkdylan outgoing mail servers, where provided, may not be used for any form of bulk mailing or "spam". Failure to abide by this term shall render the client liable to pay pinkdylan £1.00+vat for each address to which any such individual email is sent to. Multiple emails to the same address will result in multiple charges (i.e. 2 such e-mails sent to each of 1000 addresses would result in 2000 charges - 2x1000). This will be in ADDITION to covering costs and inconvenience to pinkdylan and other pinkdylan clients in the event that your actions cause our servers to be blacklisted. It is perfectly acceptable (whew we do provide outgoing mail facilities) to send out newsletters and marketing material at reasonable frequencies and moderate sizes and numbers to your current customers, staff or individuals or businesses that have specifically requested (from you, not a third party) such material - as long as an "unsubscribe" facility is offered and honoured. If in doubt please contact pinkdylan who will offer help and advice on this subject. pinkdylan reserve the right to restrict the number of outgoing emails per hour that any domain/client may send out. pinkdylan also reserve the right to limit the number of times any incoming mailbox may be checked per hour. This is to protect the interests of other users and will not prevent use that could reasonably considered "normal".

B.11 - Contact

Clients internal systems MUST be set up to accept email sent to info@domain-name where "domain-name" is the main domain name hosted by us. Any important support or contractual information will be sent to this address and will be deemed to have been received and read by the client unless there is evidence of a technical problem.