TERMS AND CONDITIONS of ICTADVISOR LTD
1.1. All charges payable by you for the Services shall be in accordance with the scale of charges and rates published from time to time by us on our web site or by our sales staff.
1.2. Where stated deposits due are payable in advance of our service provision.
1.3. We reserve the right to change pricing at any time although all pricing is guaranteed for the period of pre payment.
1.4. All payments must be in UK Pounds Sterling.
1.5. BACS is our preferred method of payment. Should you send a cheque and it is returned by the bank as unpaid for any reason, you will be liable for a "returned cheque" charge of £50.00.
1.6. Without prejudice to our other rights and remedies under this Agreement, if any sum payable is not paid on or before the due date per the invoice, we shall be entitled forthwith to suspend the provision of Services to you.
1.7. If an account goes unpaid for at least seven days, a £10.00 late payment fee will be applied.
1.8. If an account goes unpaid for at least ten days, the account and its associated services are suspended. A £20.00 charge will be applied upon account reactivation to cover administration costs.
1.9. Any deviation or alteration from the quote, proposal, payment terms or previous correspondence involving extra cost will be executed upon written order and will become an extra charge.
1.10. Numbers represented in the quote, proposal or previous correspondence are to be used as an estimate for the project as discussed. The costs do not constitute a warranty of the final price.
1.11. Any additional items from the original proposal/specification/quote need to be communicated in writing (e.g. email, fax or letter).
1.12. For Consultancy/Development Services under the Pay As You Go Scheme your first payment is required prior to the work commencing.This is a non refundable deposit. You are not tied to a minimum contract period as the work you require is purchased in 'Blocks of Time' (in hours)' which is agreed prior to the work commencing. If you require more hours you simply apply for the extra hours required, pay the invoice and work will continue to be delivered by us for another period of agreed hours.
1.13 For Marketing Services being agreed for delivery over a period of months will require a non refundable deposit payment for the work to commence. A Standing Order should also be put in place with your bank for future monthly payments to us until the agreed period of delivery is completed or services become terminated for any reason under our termination rules (Section 2) or cancellation policies (Section 17)
1.14. For ALL projects payments for work are agreed by email or phone by the client, and payment terms on receipt of the invoice and in exceptional circumstances no later than 7 days. A payment schedule will be issued after receipt of your initial project start payment.
1.15. Should clients wish to agree to a Standing order if hours required will be in blocks over a period of months these should be setup before projects commence.
1.16. Accounts which remain outstanding for 30 days after the date of invoice, will incur an extra charge of 4% above the bank base rate per month of the outstanding amount.
1.17. In cases where stated publication and/or release of work done by ICT Advisor.com on behalf of the client, may not take place before cleared funds have been received.
2.1. If you fail to pay any sums due to us as they fall due, we may suspend the Services and/or terminate this Agreement forthwith without notice to you.
2.2. If you break any of these terms and conditions we may suspend the Services and/or terminate this Agreement forthwith without notice to you.
2.3. If you are a company and you go into insolvent liquidation or suffer the appointment of an administrator or administrative receiver or enter into a voluntary arrangement with your creditors, we shall be entitled to suspend the Services and/or terminate this Agreement forthwith without notice to you.
2.4. We reserve the right to suspend the Services and/or terminate this Agreement at any time.
2.5. You may cancel the Services at any time with one month's writtent notice except where an exception was made clear within the original contract.
2.6. No refunds will be made for Services suspended in accordance with 2.1, 2.2, 2.3 and 2.4
3.1. You shall indemnify us and keep us indemnified and hold us harmless from and against any breach by you of these terms of business and any claim brought against us by a third party resulting from the provision of Services by us to you and your use of the Services and the Server including, without limitation, all claims, actions, proceedings, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses), howsoever suffered or incurred by us in consequences of your breach or non-observance of this Agreement.
4. LIMITATION OF LIABILITY
4.1. All conditions, terms, representations and warranties relating to the Services supplied under this Agreement, whether imposed by statute or operation of law or otherwise, that are not expressly stated in these terms and conditions including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded, subject always to subclause 5.2.
4.2. Nothing in these terms and conditions shall exclude our liability for death or personal injury resulting from our negligence.
4.3. Our total aggregate liability to you for any claim in contract, tort, negligence or otherwise arising out of or in connection with the provision of the Services shall be limited to the charges paid by you in respect of the Services which are the subject of any such claim.
4.4. In any event no claim shall be brought unless you have notified us of the claim within one year of it arising.
4.5. In no event shall we be liable to you for any loss of business, contracts, profits or anticipated savings or for any other indirect or consequential or economic loss whatsoever.
5. PLANNED WORKS
5.1. All work is carried out by ICT Advisor.com on the understanding that the client has agreed to ICT Advisor.com terms and conditions.
5.2. Copyright is retained by ICT Advisor.com on all work including words, ideas and illustrations unless/until specifically released in writing and after all costs have been settled.
6. PROJECT ACCEPTANCE
6.1. At the time of proposal, ICT Advisor.com will provide the customer with a written estimate or quotation.
11.2. A copy of the written estimate or quotation is to be signed and dated by the customer to indicate acceptance and should be returned to ICT Advisor.com. Alternatively, the client may send an official order in reply to the estimate or quotation which binds the client to accept ICT Advisor's terms and conditions. No work on a project will commence until either document has been received and accepted by ICT Advisor.com.
7.1. Charges for services to be provided by ICT Advisor.com, will be set out in the written estimate or quotation that is provided to the customer. At the time of the customer's signed acceptance of this estimate or quotation, indicating acceptance of the Terms & Conditions, a non-refundable deposit stated in the quoted fee will become immediately due. Work on the project will not commence until ICT Advisor.com has received this amount.
7.2. Charges for any additional services over and above the estimated works, will become fully payable (100% of the quoted amount) at the time of estimate or quotation acceptance.
8. ACCOUNT DEFAULT
8.1. An account shall be considered default if it remains unpaid for 30 days from the date of invoice, or following a returned cheque. This does not relieve the customer of it's obligation to pay the due amount. Customers whose accounts become default agree to pay ICT Advisor.com reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.
9. ALTERATIONS TO PROJECT PLAN
9.1. The customer agrees that changes required over and above the estimated work or required to be carried out after acceptance of the draft plan proposed by ICT Advisor.com will be liable to a separate charge.
9.2. The customer also agrees that ICT Advisor.com holds no responsibility for any amendments made by any third party, before or after a strategic plan is implemented.
10. CUSTOMER RESPONSIBILITIES
10.1 The Customer acknowledges that ICTADVISOR’s ability to provide the Services is dependent upon the full and timely co-operation of the Customer (which the Customer agrees to provide), as well as the accuracy and completeness of any information and data the Customer provides to the Supplier, accordingly, the Customer shall:
10.1.1 provide ICTADVISOR with access to, and use of, all information, data and documentation, electronic or otherwise, reasonably required by ICTADVISOR for the performance by ICTADVISOR of its obligations under these Terms and Conditions; and
10.1.2 allow ICTADVISOR all necessary access to computer systems and other locations, as reasonably required by ICTADVISOR for the performance by ICTADVISOR of its obligations under these Terms and Conditions, including the necessary read/write permissions, usernames and passwords; and
10.1.3 supply ICTADVISOR with:
(a) all text in electronic format as standard text (.txt), MS Word (.doc), or CD-ROM, or via e-mail; and
(b) all images in a format as prescribed by ICTADVISOR in a quality suitable for use without any subsequent image processing.
10.2 The Customer shall be responsible for:
10.2.1 the accuracy and completeness of the Materials on the Site;
10.2.2 the content of all e-mails that are transmitted by it and its employees;
10.2.3 the Customers use of any networks connected to the Website; and
10.2.4 the payment of all hosting fees which are required in order to make a Website live.
10.3 The Customer shall keep secure any identification, password and other information relating to the Customers account access to online marketing tools provided by ICTADVISOR and shall notify ICTADVISOR immediately of any known or suspected unauthorised use of their account or breach of security, including loss, theft or unauthorised disclosure of the Customer password or other security information.
10.4 The Customer shall observe the procedures, which ICTADVISOR may from time to time prescribe and shall make no use of the Server which may be detrimental to ICTADVISOR’s other customers.
10.5 The Customer shall be liable to pay to ICTADVISOR, on demand, all reasonable costs, charges or losses sustained or incurred by ICTADVISOR that arise directly or indirectly from the Customer’s fraud, negligence, failure to perform or delay in the performance of any of its obligations under these Terms and Conditions, subject to ICTADVISOR confirming such costs, charges and losses to the Customer in writing.
11. DATA FORMATS
11.1. The client agrees to ICT Advisor.com definition of acceptable means of supplying data to the company.
11.2. Text is to be supplied to ICT Advisor.com in electronic format as standard text (.txt), MS Word (.doc), or CD-ROM, or via email.
12. PROJECT DURATION
12.1. Any indication given by ICT Advisor.com of a project's duration is to be considered by the customer to be an estimation.
ICT Advisor.com cannot be held responsible for any project over-runs, whatever the cause. Estimated project duration should be deemed to be from the date that cleared funds are received by ICT Advisor.com for the initial payment or by date confirmed in writing by ICT Advisor.com.
13. RIGHTS OF ACCESS FOR WEBSITE IMPROVEMENTS
13.1. The client agrees to allow ICT Advisor.com all necessary access to computer systems and other locations, as required, in order to complete a website analysis/audit, SEO/Marketing project and until all due funds are cleared, including the necessary read/write permissions, usernames and passwords. The customer also agrees to allow ICT Advisor.com access to any computer systems, usernames and passwords required to remove data and/or sites for failure to comply with these Terms and Conditions.
13.2. The customer agrees to supply ICT Advisor.com with all necessary materials, electronic, or otherwise, required to create and complete the project, and to supply them in a timely manner.
14. PROJECT COMPLETION
14.1. ICT Advisor.com considers the project complete upon receipt of a customer's signed final approval correspondence on their company headed paper.
15.0 SEARCH ENGINE OPTIMIZATION
15.1. Not all websites have the same ability to be tuned for web promotion purposes. Extensive use of flash, frames or active content all have an effect on a website's ability to achieve a high ranking on search engines.
15.2. For web promotion work the contract must run for a minimum of 12 months. The customer agrees to pay for the web promotion for the minimum agreed term shown.
15.3. For web promotion contracts, the agreement will automatically continue after the minimum agreement term, at the current prevailing prices unless at least 28 days before the anniversary date either party serves written notice on the other that this agreement shall not be renewed.
15.4. If the client modifies the website without prior agreement with ICT Advisor.com or website developer then we cannot take responsibility for the performance of the rankings and the contract would become null a void.
15.5. Due to the infinite number of considerations that search engines use when determining a site's ranking, ICT Advisor.com cannot guarantee any particular placement. Acceptance by any search engine cannot be guaranteed and when a site is accepted, the time it takes to appear in search results varies from one search engine to another. Rankings will also vary as new sites are added.
16.1. ICT Advisor.com reserves the right to revise, amend, or modify these Terms and Conditions, and any of our other policies and agreements at any time and in any manner. Notice of any revision, amendment, or modification will be posted in accordance with our Terms and Conditions.
17. RIGHTS OF REFUSAL
17.1. ICT Advisor.com will not include in its project work, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. ICT Advisor.com also reserves the right to refuse to include submitted material without giving reason. Any images and/or data that ICT Advisor.com does include in all good faith, and then finds out that it contravenes these Terms and Conditions, the customer is obliged to allow ICT Advisor.com to remove the contravention without hindrance, or penalty. ICT Advisor.com is to be held in no way responsible for any such data being included
18.1. Cancellation of projects may be made initially by telephone contact, or e-mail, however, following this, ICT Advisor.com will need formal notification in writing from the company's postal address. The client will then be invoiced for all work completed over and above the non-refundable deposit that will have been made at the time of first ordering. The balance of monies due must be paid within 14 days. Please note: any cancellation which is not formally confirmed in writing and received by ICT Advisor.com within 14 days of such instruction being issued, will be liable for the full quoted cost of the project. No refunds will be made.
19.1. ICT Advisor.com makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. ICT Advisor.com will not be held responsible for any and all damages resulting from products and/or services it supplies. ICT Advisor.com is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause. While we take reasonable steps to investigate the materials we recommend, we accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure. The customer agrees not to hold ICT Advisor.com responsible for any such loss or damage. Any claim against ICT Advisor.com shall be limited to the relevant fee(s) paid by the customer.
19.2. ICT Advisor.com reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions. ICT Advisor.com will not knowingly perform any actions to contravene these and the client also agrees to be so bound.
20.1. These Terms and Conditions supercede any previous Terms and Conditions distributed in any form. ICT Advisor.com reserves the right to change any rates and any of the Terms and Conditions at any time and without prior notice.
21. APPLICABLE LAW
21.1. This Agreement shall be governed by and construed in accordance with Scottish law and you hereby submit to the nonexclusive jurisdiction of the Scottish courts.
22.1. Headings are included in this Agreement for convenience only and shall not affect the construction or interpretation of this Agreement.
23. ACCEPTANCE OF PROPOSAL, QUOTATION AND TERMS AND CONDITIONS
23.1. The placement of an order for the services offered and/or any other services offered by ICT Advisor.com and validated by the customer's signature on the proposal or quote, constitutes acceptance of the proposal or quote and agreement to comply fully with all the Terms and Conditions and forms a Contract for Business between the signatory and ICT Advisor.com.