Please read these terms and conditions carefully because they govern your relationship with Catch Designs Management and affect your rights and liabilities under the law. By employing the services of Catch Designs Management you are agreeing to the full terms and conditions contained in this Legal Notice.
Client – the person, firm or company with whom the Supplier contracts;
Agreement – these terms and conditions and the front sheet agreed between the parties setting out the parties, services, charges and date;
Charges – the fees agreed between the parties;
Services – any services provided under this Agreement;
Supplier – Sue Thompson, Catch Designs Management
These terms are governed by English law and are subject to the exclusive jurisdiction of the English courts, which both you and we submit to.
Basis of the Agreement
- The Supplier agrees to provide the Services to the Client and the Client agrees to pay the Charges in accordance with the terms of this Agreement.
- An Agreement shall only be formed on acceptance by the Supplier of the Client’s order.
- These terms and conditions shall apply to the exclusion of all other terms and conditions including any terms and conditions which the Client may purport to apply under any order or other document. In the case of any conflict or ambiguity between terms, this document shall prevail.
- The Supplier may employ sub-contractors to carry out any part of its obligations under the Agreement at its sole discretion and it may assign its rights and obligations under this Agreement to any other party. The Supplier acts as principal in this Agreement. The Client may not assign its rights and obligations under this Agreement without the written consent of the Supplier.
- Any variation of these terms and conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by a duly authorised officer of the Supplier.
- 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 Supplier will provide services to the Client involving use of various social media platforms and networks.
- The Supplier will use its best endeavours to commence the services within 2 weeks of receipt of the login details for the Client’s social media accounts, unless a different timescale is agreed between the parties.
- The Supplier will use its best endeavours to ensure that the Client is accessible on agreed social media platforms at all times for the duration of this Agreement.
- The Supplier makes no warranty as to the availability of the different social media websites, which the parties recognise is beyond the control of the Supplier.
- The Client will provide the Supplier with such text, artwork, information, logos and designs, and will do so in such formats and at such time or times, as the Supplier may reasonably need to promote the Client and to perform the Services in accordance with this Agreement. The Client is responsible for ensuring that such material and answers are accurate and complete.
- The Supplier reserves the right to edit or amend any content on any social media channels that it considers to be offensive, unlawful or inappropriate, or which appear to infringe the intellectual property rights of any third party.
- If the Client fails to produce such artwork and other material in accordance with clause 11, or supplies only material which the Supplier considers to be offensive, unlawful or inappropriate or which appear to infringe the intellectual property rights of any third party, the Supplier reserves the right to produce material to its own design to promote the Client’s business, without seeking the Client’s approval, for the remaining term of this Agreement or until suitable artwork and other material is supplied, whichever is sooner.
- The Client will obtain all necessary licences or consents that may be needed in connection with the content or display of logo’s and the use of the artwork and other material supplied by it and it shall indemnify the Supplier in full against any costs, claims, demands or expenses which the Supplier may incur as a result of breach by the Client of this clause.
- The Client recognises that it is not practical for the Supplier to notify the Client of each and every posting that it makes on behalf of the Client on any/all social media channels and the Client agrees that this is unnecessary.
- The Client may request that the Supplier makes changes to any content or postings at any time in writing, and the Supplier may levy reasonable additional charges for such work.
- The Charges will be paid monthly in advance. The initial set-up fee (if applicable) shall be paid on the contract start date upon which the terms of this Agreement become active.
- The Client shall pay the Charges by direct debit and the Supplier reserves the right to change the required payment method by notice.
- The Supplier reserves the right by giving notice to the Client at any time to increase the Charges or to raise additional charges, payable within 14 days if;-
– the Client agrees to any change to the services provided by the Supplier;
– Services are required by the Client with exceptional urgency;
– the Client fails to give the Supplier adequate or accurate material in accordance with this Agreement.
- The Supplier reserves the right by giving not less than 28 days notice to the Client to increase the Charges on any anniversary of this Agreement, provided that in the event of an increase under this clause exceeding the aggregate increase to the RPI over the previous 12 months, the Client may terminate this Agreement by notice in writing served on the Supplier before the commencement date of the new pricing level.
- All sums due under the Agreement will be paid by the Client by their due date without any deduction, set-off, counterclaim or abatement and time for payment shall be of the essence.
- If the payment can, for whatever reason by direct debit, the Client must propose an alternative payment method with the Supplier, and this must be agreed in writing by the Supplier.
- The Charges do not include VAT or any similar sales tax, impost or custom duties, which will be paid additionally by the Client at the then-prevailing rate.
- No act or omission of the Client, which prevents the Supplier from continuing to perform the Agreement or to perform it according to any agreed time-scale, shall prevent the Client from raising invoices in accordance with this Agreement.
25 a. In the event of an invoice becoming overdue, the Supplier reserves the right to withdraw any and all Services without notice and cancel the Agreement between the Supplier and the Client. The Supplier also reserves the right to charge early termination costs equivalent to one month’s fee.
25 b. Any outstanding balances after the payment due date will incur late payment interest at the rate of 4% per month above the prevailing Bank of England’s base rate until such time as the balance is paid in full and final settlement. Additionally, the Supplier reserves the right to enforce Statutory Late payment charges and interest, as set by the Late Payment Legislation Directive 2011/7/EU.
25 c. The Supplier reserves the right to seek recovery of any outstanding balances remaining unpaid via collection and/ or through the relevant Claims Court. In such circumstances, the Client shall be liable for any and all additional administrative costs, collection Agency costs, recovery commission and any legal and/or court costs.
Website Terms and conditions
Any estimates made to dates and time of completion of the services, or any element of the services, are only business estimates and in the event that completion is delayed, no liability or indirect or otherwise will accrue to the company.
Breach of Terms and Conditions by clients shall lead to termination of Service with no entitlement to refund.
All fees paid are non-refundable and once registered domain names cannot be changed in their name or extension without the costs due in the registration of a new name with the appropriate registry costs.
CONTRACT OF SERVICE
The web hosting in year 2 and beyond will be invoiced on a yearly basis.
The contract period shall be for the whole term of fees paid by the client until the expiry of the valid domain name period usually one years from the date of registration. 14 day’s notice of cancellation must be received in writing, prior to the renewal date of a domain name or any other products.
If you have paid by debit or credit card, we may charge payment for subsequent renewals to the card details provided. We will write to you in advance of doing so. You can withdraw this authority at any time by letting us know in writing as per cancellation terms.
Catch Design Management may elect to suspend or terminate the Service immediately on any default of payment by the client.
From time to time parts of the Catch Design Management network may be taken off-line for repair or routine maintenance. Catch Design Management will endeavour to give as much notice as possible but will not be held liable for any unscheduled downfall in the Network due to extraneous conditions including but not limited to Act of God, inclement weather, act of telephone or Governmental organisations or power failure.
If part payment of a website has been agreed i.e. half website cost upfront and half on completion of website, this is on the condition that the artwork and content pack (including your logos, desired content images and text etc.) is completed and returned within 30 days. As all website packages are paid for in full by ourselves when the domain name is registered and therefore costs have been incurred, if the artwork and content pack has not been returned within 30 days, the remainder of the money owed will be taken.
IMPROPER USE AND LIABILITIES
The client shall acknowledge that he/she will only use the Service for lawful purposes. The client shall not use the Service to receive or transmit material which is in violation of any law or regulation, which is obscene, threatening, menacing, offensive, defamatory, in breach of confidence, in breach of any intellectual property (including any trade mark or Copyright). This extends to violations due to any spamming and or bulk email activity for which Catch Design Management can and will follow up in the Courts of Law. The client shall take reasonable precaution to prevent the reception and transmission of viruses to the Catch Design Management and beyond and shall not attempt any intentional and malicious damage to the Catch Design Management Network or use the Service to affect other computers.
It is the client’s responsibility to keep all user names and passwords secure and not let third-parties knowledge or access to them or to store them on any computer in plain text or in a format that is easily accessible.
The client will notify Catch Design Management immediately by telephone or e-mail in any event of a username or password becoming known to a third party.
The client hereby indemnifies Catch Design Management or its trading concerns against any action taken by a third party resulting from the client’s use of the Service.
The client shall notify Catch Design Management of any action taken against them by a third party and will not hold Catch Design Management liable for any resulting costs.
The client shall be responsible and liable for any costs to telephone companies by use of the Service from their point of connection.
The client acknowledges that Catch Design Management cannot exercise control over the content of information passed across the internet and via the Service.
The client agrees to conform to the acceptable policies of connecting to other Networks or computers across the internet.
The client agrees not to re-assign, re-sell, sub-lease or transfer their account in any way, shape or form without the proper procedures being followed as required by the appropriate domain name registry. Contravention shall lead to immediate termination of the Service to the client by Catch Design Management.
Any domain transfers should be made in writing via email only and no refunds will be due for domain registrations.
Domain transfer requests – provided all details are correct and procedures followed by the customer – will be carried out by Catch Design Management assuming all outstanding invoices/balances have been settled by the customer with Catch Design Management.
In the event of a customer wishing to transfer their domain name to another Internet Service Provider (ISP), a small transfer charge equal to the current annual hosting charge will become payable.
DOMAIN NAME AGREEMENT
Catch Design Management will register a domain to an individual and/or company on a per domain basis and the individual or company is granted exclusive use of this domain so long as all fees are paid and the balance of any accounts are kept up to date.
By registering a name you agree to keep Catch Design Management and its associated companies and its Directors fully and effectively indemnified at all times against action brought about by any person, persons or company against you in using the name. You will assume liability and costs for any such action and release Catch Design Management and its associated companies should any situation arise.
Any registered domain can be used for any legal, decent and honest use on the internet and must not breach any internet laws. The name cannot be used for any immoral or pornographic use. The registrant agrees to have read and accepted the terms and conditions of the appropriate domain registry before ordering a domain name for registration by Catch Design Management.
Catch Design Management shall not be liable for indirect, incidental or consequential damages, including loss of income, data, or information in any event by use of the Service.
Catch Design Management reserves the right not to register or assign any domain name for whatever reason.
Catch Design Management reserves the right to delete or suspend any domain name if payments have been defaulted upon and may at its discretion levy admin charges in re-establishing any domain or service thereof.
Catch Design Management reserves the right to vary the rate charged for domain name registrations and renewals and/or modify the services offered providing at least 28 day’s notice via its website of any cost or service changes.
Catch Design Management takes up to 50% of the Service cost fee as deposit upon initiation of work and the remainder upon completion. At any point after the deposit fee is made, but before any domain names are registered or design of the Service is agreed upon as final, we will refund any fees paid by the client to Catch Design Management
If Catch Design Management fail to deliver the Service in a functional capacity we will refund any fees paid by the client to Catch Design Management.
If a payment is refunded to the client we reserve the right to reuse any elements of the design of the Service as and when we require.
GENERAL TERMS AND LAW
Catch Design Management reserves the right to do normal system housekeeping such as creating backups and do not accept responsibility for ensuring these function as specified, we advise the client to enforce any information back up procedures they deem necessary for their own information.
If Catch Design Management suspect Illegal Activity, we may notify the authorities and reserve the right to do anything on the system which our lawyers advise us to do in the protection of the system.
This Agreement is governed by the laws of the United Kingdom, and you consent to the exclusive jurisdiction and venue of the Central London County Courts or the London High Court in all disputes arising out of or relating to your use of Catch Design Management service.
You acknowledge that no joint venture, partnership, employment or agency relationship exists between you and Catch Design Management as a result of your use of Catch Design Management or the Service. You agree not to hold yourself out as a representative, agent or employee of Catch Design Management. You agree that Catch Design Management will not be liable by reason of any representation, act or omission to act by you.
Each respective Registry (i.e. Nominet etc…) will notify the legal registrant of the disputed domain(s) of their position and liaise with all parties in dispute as determined by their respective terms and conditions of service provision. Catch Design Management cannot enter into any direct involvement with the resolution of any dispute other than inform and relay to its client any information supplied by the appropriate Registry as we have no ultimate control over any domain assigned by any Registry.
Catch Design Management under intellectual property and internet law reserve the right to cancel and/or remove services if a customer is found to be causing/writing anything that is factually untrue and is potentially damaging towards Catch Design Management. This includes libel, slander and defamation of character.
- Any intellectual property rights in any postings made by the Supplier on behalf of the Client save for that attaching to any logos, designs, names and other material originally supplied by the Client, shall remain the property of the Supplier. No right or licence is granted by this Agreement.
- To the extent that the Client supplies the Supplier with any original copyright or other protected material, the Client grants a licence to the Supplier to publish, reproduce, adapt, and otherwise use without limitation any such material for the purposes of its performance of this Agreement but not otherwise.
- At termination any unused material prepared by the Supplier, whether the subject of copyright or not, shall remain the Supplier’s property and shall not be used by the Client subsequently without the written consent of the Supplier.
- All information, both text and pictures supplied by the Customer is copyrighted to the Customer. All information, both text and pictures supplied by Catch Design Management is copyright to Catch Design Management. All website designs are also copyright of Catch Design Management. We reserve the right to place our banner on all websites that we produce.In the event that the customer cancels their subscription to Catch Design Management or requests a transfer away from Catch Design Management, all information owned by the customer can be retained. However, the website itself will be taken down from the internet. Any attempt to claim the work of Catch Design Management as their own by a current or former customer is in breach of our intellectual property rights and may result in legal action.
Warranties and Indemnities
- The Client warrants that it has not relied on any representations made by or on behalf of the Supplier save as contained in this Agreement.
- The Client warrants that any copy, logo, specification, design, instruction or other material supplied by it to the Supplier, will not infringe any intellectual property or other rights of any third party, nor will it be defamatory or otherwise unlawful, nor infringe the Trade Descriptions Acts, and the Client will indemnify the Supplier in respect of any claim relating to such infringement.
- The Client warrants that all the facts, claims and offers given by it about its products or services are accurate and in no way misleading and that the terms of any offers contained therein will be honoured.
- The Supplier shall not be responsible for any errors in any postings or any unsatisfactory Services, which are not notified in writing to it, nor for any errors which are approved by or are the fault of the Client or any third party.
- The terms of this Agreement represent the whole agreement between the parties and all other warranties, conditions, terms, undertakings or representations of any kind, whether express or implied, statutory or otherwise including (without limitation) as to the condition, quality, performance or fitness for purpose of any goods or the standard of care used in the provision of services are hereby expressly excluded from the Agreement save as prohibited by law.
- The Supplier shall not be liable under contract, tort (including negligence) or otherwise for any loss of production, loss or corruption of data, loss of profits or of contracts, loss of operation time, loss of goodwill and loss of anticipated savings, nor for any indirect or consequential loss, damage, cost or expense of any kind whatever and however caused.
- Save where its liability cannot be limited by law, the Supplier’s total liability (whether in contract, tort including negligence or otherwise) under or in connection with this Agreement or based on any claim for indemnity or contribution shall not exceed two times the Charges then payable for a 12 month period in aggregate.
- The parties recognise that the nature of websites is that complete continuity of access to social media websites cannot be guaranteed.
Duration and Termination
- This Agreement shall commence on the Commencement Date and shall continue in effect for a minimum period of six months unless otherwise agreed in writing.
- The Client must give no less than one month’s notice to the Supplier of termination of the contract. No partial months or pro-rata payments will be accepted unless otherwise agreed. For clarity, notice must be given prior to the commencement of the final intended month of the contract.
- The Supplier may terminate this Agreement or suspend its performance with immediate effect on written notice for any reason and if the Client;-
– ceases or threatens to cease to carry on its business or becomes insolvent, has a receiver or administrator appointed, makes any arrangement for the benefit of its creditors goes into liquidation or enters into any other insolvency process;
– commits a material breach of this agreement and (in the case of a breach capable of remedy) fails to remedy it within 7 days of receipt of written notice from the Supplier specifying the breach and containing a warning of an intention to terminate if the breach is not remedied;
– defaults in paying any sums due to the Supplier under this Agreement.
- In the event of termination by the Supplier, the Supplier shall reimburse to the Client any advance payment of the Charges made in respect of periods following termination, subject to deduction of any sums due to the Supplier.
- Termination of this Agreement shall not affect any rights of the parties accrued to them up to the date of termination.
- Neither party shall be liable for any delay in performing or failing to perform any of its obligations under this Agreement due to any act of God, war, strike, lock-out, industrial action, fire, flood, drought, tempest or other force majeure event beyond the reasonable control of either party.
- All notices to be given under this Agreement shall be in writing and shall be sent via email. Notices are not regarded as received until the email is acknowledged by way of reply.
- No delay or failure by the Supplier to exercise any of its powers, rights or remedies under this Agreement will operate as a waiver of them and any waiver, to be effective, must be in writing via email.
- If any part of this Agreement is found by a court or other competent authority to be invalid, unlawful or unenforceable then such part will be severed from the remainder of this Agreement which will continue to be valid and enforceable to the fullest extent permitted by law.
- Both parties shall keep confidential all material concerning the business affairs of the other which shall be disclosed in the course of performance of this Agreement, save for any information in the public domain.
- The Supplier shall be entitled to set-off against any monies payable to it by the Client under this Agreement, any monies which may be payable by it to the Client, whether under this Agreement or otherwise. The Client shall not be entitled to any right of set-off.
- This Agreement is the complete and exclusive statement of the agreement between the parties relating to the subject matter of the Agreement and supersedes all previous communications, representations and other arrangements, written or oral.
- The Supplier makes no warranty that third party software, as well as the social media platforms, themselves, are free from infection by viruses, Trojan horses or worms or anything else that has contaminating or destructive properties.
- Revision or Alterations New work requested by the Customer and performed by the Company after a proposal/estimate has been approved is considered a revision or alteration. If the job changes to an extent that substantially alters the specification described in the original estimate, we will submit a revised proposal/estimate to you, and a revised additional fee must be agreed to by both parties before any further work proceeds. When contact reports are issued by the Company’s staff of meetings between the Customer and the Company the contents will be taken as a correct record of the meeting to, which it refers if it is not questioned by the Customer within three working days of its receipt. Author’s alterations or changes to copy or content requested after the artwork is completed are billed at our standard rates.
- Errors and Omissions – It is the Customer’s responsibility to check proofs carefully for accuracy in all respects but not limited to prices, spelling, dimensions and distances. The Company is not liable for errors and omissions. The Customer’s signature or that of his authorised representative is required on all proof or artwork, or approval via email to release for printing or other implementation.
52.Over Runs and Under Runs – Some printer’s terms enable them to deliver over and under the quantity of the order and to charge accordingly. In such cases, the Customer will accept over runs and under runs that do not exceed +/-10% of the quantity ordered and the Company will bill for the actual quantity delivered within this tolerance.
- Placement of Advertising – At the Customers request we will purchase media space or airtime, which will be billed at current rates including any agency commission. The company cannot be held liable for advertising, which does not appear on a particular time/date or issues or in a particular position or break.
- Property and Suppliers Performance – The Company will take all reasonable precautions to safeguard property entrusted to it. In the absence of negligence its part, however, the Company is not responsible for loss destruction or damage, or unauthorised use by others of such property. The company will use its best efforts to ensure quality and timely delivery of all artwork, printed matter and other materials. The Company will use its best efforts to guard against any loss arising from its failure of its suppliers, media or others to perform in accordance with their commitments but the Company is not responsible for failure on their part. The Company cannot in any way be held for quality, price, performance or delivery of materials made or supplied by others where the work has been placed directly by the Customer or his agents.
- Force Majeur – Production schedules, storage of files and property belonging to the Client will be established and adhered to by both the Customer and the Company, provided that neither shall incur any liability, penalty or additional costs due to delays caused buy a state of war, riots, civil disorder, fire, industrial dispute or strike, accidents, energy failure, equipment breakdown, delays in shipment by suppliers or carriers, action of government or civil authority, and acts of God or other causes beyond control of the Customer or the Company. Here production schedules are both adhered to by the Customer, final delivery date or dates will be adjusted accordingly.
56.General – The validity and enforceability of this agreement will be interpreted in accordance with the laws of England but the Company reserves the right to bring proceedings in connection with this contracts in any other courts of competent jurisdiction. Failure by the Company to enforce any of these conditions shall not be construed as a waiver of that condition or any other condition.
Sue Thompson, Owner of Catch Design Management.