The following Terms & Conditions govern any work undertaken by Diverge Digital Limited.
Approval for work to commence (either written or verbal) shall be deemed a contractual agreement between the client (hereafter referred to as ‘you’ or ‘your’) and Diverge Digital Limited (hereafter referred to as ‘we’, ‘our’ or ‘us’). This also indicates that you accept the Terms & Conditions outlined below.
2. PROJECT PROPOSAL
The price quoted to you in your Project Proposal is for the work specified only.
Unless otherwise agreed, any quotation provided will be valid for 28 days from the date of receipt.
As specified in your Project Proposal, 50% of the total cost of the project is required before work can start, with the remaining 50% payable on project handover. You should only make this payment if you agree to our Terms & Conditions. Payment of this advance will be taken as agreement.
Once work on your project has commenced, this payment is non-refundable.
We reserve the right not to launch online projects until full payment has been received, regardless of any agreed launch dates.
Hosting payments are due as soon as your website is accessible by the public. Your hosting may be suspended if payment is not received by the date on your invoice. We will reinstate your web hosting within 24 hours of receiving late payment (Mon – Fri) and reserve the right to charge a fee of up to £50 to cover the time taken to do so.
We accept payment by bank transfer and credit/debit card. Contact us to discuss your preferred method.
All invoices are Due Upon Receipt.
Should you wish to cancel at any point after work has begun, you will still be liable for the time we have spent on your project. If the value of the work undertaken exceeds your advance payment you will be invoiced additionally for this time.
5. INTELLECTUAL PROPERTY & COPYRIGHT
You guarantee that all elements of text, images or other artwork you provide are either owned by you, or that you’ve permission to use them. When you provide text, images or other artwork to us, you agree to protect us from any claim by a third party that we’re using their intellectual property.
We guarantee that all elements of the work we deliver to you are either owned by us or we’ve obtained permission to provide them to you. When we provide text, images or other artwork to you, we agree to protect you from any claim by a third party that you’re using their intellectual property. Provided you’ve paid for the work and that this contract hasn’t been terminated, we’ll assign all intellectual property rights to you as follows:
You’ll own the website/logo/software we design for you plus the visual elements that we create for it. We’ll give you source files and finished files and you should keep them somewhere safe as we’re not required to keep a copy. You own all intellectual property rights of text, images, site specification and data you provided, unless someone else owns them.
We’ll own any intellectual property rights we’ve developed prior to, or developed separately from this project and not paid for by you. We’ll own the unique combination of these elements that constitutes a complete design and we’ll license its use to you, exclusively and in perpetuity for this project only, unless we agree otherwise.
We love to show off our work, so we reserve the right in perpetuity to display all aspects of our creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in magazine articles and in books.
6. SEARCH ENGINE RANKINGS
We have no control over any Search Engine’s algorithms and as such cannot guarantee improvements to your website’s search engine ranking, but rest assured the web pages that we develop are accessible to search engines based on the most current available information.
7. THIRD PARTY ISSUES
We are in no way responsible for the performance or failure of third party software or services used by your website, but will assist in addressing issues in a timely manner should they arise. This work is not covered by your initial project cost and will be billed accordingly.
8. LATE PAYMENT
Accounts that have not been settled within seven days of our overdue reminder will incur a late payment charge of 10% of the amount outstanding and a £50 admin fee. You will also be charged statutory interest of 8% above the reference rate (fixed for the six month period within which date the invoices became overdue) pursuant to the late payment legislation.
• Your website will be handed over as completed work. Unless it has been agreed beforehand, we are not responsible for future support. Support is available from us on a recurring or ad-hoc basis depending on your needs.
• Your website is offered as a single contract and no guarantee of the availability of future support is offered unless an ongoing support package has been agreed.
• We design websites in accordance with your specifications. It is your responsibility to ensure that the website and its content comply with current online trading laws and regulations.
• We cannot accept responsibility for any failure to comply with laws and regulations related to accessibility, selling online or those related to a specific business or trade. We can research this on your behalf upon request, but in any business where complex compliance issues may exist we recommend that you take legal advice from a solicitor.
• We guarantee 99.9% uptime across all our hosting packages, however we cannot be held responsible for any downtime and subsequent loss of business you may suffer whether from routine maintenance or server failure.
• In the unlikely event of a server failure or a malicious attack, we will attempt to get your website up and running again as quickly as possible.
• If you elect to host your website elsewhere, you will be responsible for setting up any files or databases yourself, unless agreed before project commencement.
• Should you wish to transfer your hosting to another company we reserve the right to withhold access if your account is in arrears. Any transfer costs from third parties will be your responsibility. We reserve the right to charge a £50 administrative fee to cover the time involved transferring your hosting.
• Should you wish to transfer your domain to another company we reserve the right to withhold access if your account is in arrears. Any transfer costs from third parties will be your responsibility. We also reserve the right to charge a £50 + VAT administrative fee to cover the time involved transferring your domain.
• In order to avoid you losing your domain, unless we are informed otherwise, it will automatically be renewed and you will be charged accordingly.
13. SMALL PRINT
We’ll carry out our work in accordance with good industry practice and at the standard expected from a suitably qualified person with relevant experience.
That said, we can’t guarantee that our work will be error-free and so we can’t be liable to you or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you’ve advised us of them.
Your liability to us will also be limited to the amount of fees payable under this contract and you won’t be liable to us or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if we’ve advised you of them.
Finally, if any provision of this contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions.