Terms & Conditions
Definitions: In these terms "we/us/our" means CrimsonWindow and "you" means the Client, whose name appears on the CrimsonWindow proposal. The "Contract" means the agreement between you and us based on correspondence indicating acceptance of our proposal. The "project" and/or "development" means the work to be carried out as specified in the CrimsonWindow proposal.
1. Acceptance
The placement of an order for development and/or any other services offered by CrimsonWindow and validated by the customer's signature on the proposal form, constitutes acceptance of the proposal and agreement to comply fully with all the Terms and Conditions and forms a Contract for Business between the signatory and CrimsonWindow. Alternatively, payment of an advance fee or payment online is an acceptance of our terms and conditions. If you have any uncertainties about these conditions as they might apply to you or your project, it is your responsibility to clarify the situation by contacting us before your project commences.
2. Content
a)Unless otherwise agreed in your proposal or covering correspondence it is your responsibility to provide us with the required information about your business. CrimsonWindow takes no responsibility for errors in content supplied by you.
b)You grant CrimsonWindow permission to utilise logos and any other company identity for the purposes of web development.
c)You agree to indemnify CrimsonWindow from any and all claims arising from your negligence or inability to obtain proper copyright permissions for any and all content supplied by you to us.
d)Unless otherwise agreed upon a design credit with a link to the CrimsonWindow website will appear on the main home page of your website either in text or graphic format. The link will be in-keeping with the overall design of the site.
e)In the event that CrimsonWindow is unable to complete a website because of lack of content (text and/or pictures) due to be supplied by you, then holding text will be added using industry standard "lorem ipsum" text and appropriate library pictures. At this point the Website will be considered completed and invoiced accordingly under our standard payment terms.
3. Project Schedule
a)We will provide you with our estimated timescale for progress and completion of the project and will use reasonable endeavours to meet those timescales.
b)We shall have no liability to you nor be deemed to be in breach of this Contract if we are delayed in performing or unable to perform any of our obligations under it due to circumstances beyond our reasonable control. This includes delays incurred by slow or failed communication.
c)The price quoted in your proposal/quotation is a fixed price for the works as specified in the proposal/quotation. If no additional features are requested during development the quoted price is the price you will pay. However, if additional features are requested additional charges may be made at our discretion.
d)If additional charges are deemed necessary at any stage in the development process we will always notify you beforehand and give you the option of either incurring the fees or declining the feature/work.
4. Rights
a)You retain ownership of copyright, trademarks and other intellectual property rights in materials that you provide to us for use in the development. You must obtain permission and rights to use any information or files that are copyrighted by a third party.
b)All copyright, trademarks, patents created, developed, subsisting or used in or in connection with the design and development of the project will be transferred to you on settlement of all outstanding sums due.
c)Ownership of the Intellectual Property Rights of the development/programming code/design will remain with CrimsonWindow until all outstanding sums due to CrimsonWindow have been paid in full, whereupon ownership will transfer to you.
d)Intellectual Property Rights of the development/programming code/design are not transferable to any third parties and furthermore, any associated software/systems may not be re-distributed, sold or rented unless otherwise agreed by CrimsonWindow in writing.
5. Domain Names
CrimsonWindow may purchase domain names on behalf of the Client, in which case they will then be renewed on an annual basis and the client will be invoiced by CrimsonWindow. For .com, .org and .net domains, reminder emails will be sent out to the client before the domain expires at ninety (90), sixty (60), thirty (30) and five (5) days before expiration with a final email sent ten (10) days after the expiration date. Domains ending in .co.uk are automatically renewed ten (10) days before expiration. In this case, the Client must notify CrimsonWindow that they do not wish to keep the domain thirty (30) days before the expiration date. The loss, cancellation or otherwise of the domain brought about by none or late payment is not the responsibility of CrimsonWindow.
6. Media Delivery Requirements
Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (ASCII text files delivered via e-mail, CD-Rom, DVD, or FTP) and that all photographs and other graphics will be provided in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. The specific requirements will be discussed and agreed with the Client prior to commencement of the project.
7. Third Party Services
CrimsonWindow may require the usage of third party services - for example, credit card processing - to complete the Client's project requirements and will ensure these services are integrated into the project and working correctly upon completion. CrimsonWindow cannot be held responsible for subsequent changes or issues with these third party services that may result in issues on the Client's website and may require a one-off Web Development charge before resolving any problems that may arise.
8. Client Review
CrimsonWindow will provide the Client with an opportunity to review the appearance and content of the Web site during the design and once they are completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies CrimsonWindow otherwise within ten (10) days of the date the materials are made available to the Client.
9. Warranties
CrimsonWindow makes no warranties of any kind, whether express or implied, for the services it provides other than for technical errors and oversights. CrimsonWindow will not be responsible for any direct, indirect or consequential damages that may result from the use of its services, including loss of data resulting from delays, non-delivery or interruption in service. You acknowledge and agree that CrimsonWindow cannot guarantee the absence of service interruptions caused by Acts of God or other circumstances beyond our control.
10. Standard charges
In the absence of agreed rates our standard hourly rates will apply plus travelling and subsistence on a costs as incurred basis.
11. Default
If the Client in default has any information or files on CrimsonWindow’s Web space, CrimsonWindow can, at its discretion, remove all such material from its web space CrimsonWindow is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client's account. Cheques returned for insufficient funds will be assessed a return charge of £25 and the Client's account will immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay CrimsonWindow reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by CrimsonWindow in enforcing these Terms and Conditions.
12. Termination
Termination of the Web Development project by the Client must be requested in writing and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for design work completed to the date of first notice of cancellation for payment in full within thirty (30) days. CrimsonWindow reserves the right to withdraw services at any time subject to 14 days written notice.
13. Governing Law
This agreement shall be governed by English Law.
PAYMENT TERMS
1. The project would commence on formal acceptance of the proposal duly signed by concerned authority. All Web Development projects costing £1000 ex Vat and over will require an advance payment of 50% of the project quotation total before work will commence.
2. The remaining balance of the project quotation total will be due upon completion of the work prior to upload to the server or release of materials.
3. Payment for services is due by online payment through CrimsonWindow’s paynow service, cheque or bank transfer. Cheques should be made payable to CrimsonWindow and sent to 27, Iffley Road, London - W60PB, United Kingdom.
4. Validity of this quotation: One month only.
5. Invoices will be emailed by CrimsonWindow upon completion of the work for Web Development and Design and any associated services. However, the Client may elect to receive hard copy invoices. Invoices are due within 15 days of receipt after which a reminder will be sent to the Client. If the invoice has not been settled after 30 days then CrimsonWindow will consider the account to be in default.