Terms and Conditions | Web Assistant

1. GENERAL ‐ These conditions of Web Assistant (WA) apply to the exclusion of any terms or conditions of the Client. No variation of these conditions will be binding on WA or form part of any contract unless expressly accepted by WA in writing.

2. ESTIMATES ‐ WA will usually attempt to estimate a price. Where possible a full brief, preferably in writing should be supplied by the Client to WA before such an estimate can be prepared.

3. COST VARIATIONS ‐ All prices quoted are, in the absence of specific written agreement to the contrary, estimated only. WA quotations for design work are based upon projected working hours at the current studio rate, plus materials, and are subject to amendment on or after acceptance to meet any rise or fall in such rates or material costs. Any increased charges or costs arising from alterations or additions to contractual specifications or to work previously approved, may be charged to the Client.

4. CONSEQUENTIAL LOSS ‐ WA shall not be liable for any loss or damage, whether direct or consequential, which is or may be occasioned to the Client or to any person with whom the Client is in contractual relations.

5. CLIENTS' PROPERTY ‐ Clients property when supplied to WA will be held at the risk of the Client, although all reasonable care will be taken to prevent loss or damage. If third parties are sub contracted by WA and are to use any files to complete their requested task, then all files remains the property of the WA Client and may not be copied or used in any manner by the third party for their own works outside of WA. Once the job has been completed all copies of the artwork either hard or soft is to be returned to WA or be completely deleted from their systems or servers.

6. INITIAL WORK ‐ Work produced, whether experimentally or otherwise, at the Clients request will be charged for unless otherwise agreed in writing. If the Client wishes to terminate an order at this stage, a termination invoice will be drawn up charging for time and materials up to this point

7. PROOFS ‐ Final proofs will be presented by WA to the Client for approval prior to publishing. When approval is given by the Client in the form of a signature upon our approval stamp, he is assumed by WA to have studied all aspects of the material presented and to be satisfied with them, noting any exceptions in writing.

8. IN THE EVENT THAT (a) the Client becomes apparently insolvent (within the meaning of the Bankruptcy) or makes any voluntary arrangement with its creditors, or (b) a petition is presented or a resolution is passed to wind up the Client (other than for the purposes of reconstruction or amalgamation as a solvent company), or (c) a receiver is appointed over the whole or any part of the assets of the Client or an administration order is made in respect of the Client, or (d) the Client shall otherwise cease trading, or (e) any diligence, distress, execution or other process is levied or enforced against any property of the Client, then in any such event WA shall (without prejudice to any other right or remedy available to it) be entitled to cancel any contract between itself and the Client or suspend any further deliveries of goods or the provision of any further services under any such contract without any liability to the Client and if any goods or services have been delivered or supplied but not paid for, the price of such goods and services shall become immediately due and payable, notwithstanding any previous agreement or arrangement to the contrary.

9. COPYRIGHT (a). The Client shall not submit for use by WA anything whose use would constitute an unauthorised dealing with copyright material. In the event of any breach of this condition resulting in such an unauthorised dealing, the Client shall remain liable to pay all sums due to WA under the relevant contract and shall further indemnify WA against any loss, costs or expenses attributable to such unauthorised dealing. (b). All copyright and other intellectual property rights in any work created, commissioned or otherwise acquired by WA in implementation of any contract between WA and the Client shall remain with WA until full payment has been received. For the purposes of these conditions, WORK means and includes any artistic, literary or dramatic work within the meaning of the (amended) Copyright.

10. PAYMENT ‐ Invoicing may be split into agreed phases in the event of lengthy jobs. Divided payments by standing order may be considered under certain circumstances such as regular consultancy or administrative work. Maintenance, Support and Hosting rates will become effective if one of the following is met (a) the original site has been created and paid for in full. (b) otherwise stated in writing by a WA representative. Maintenance, Support and Hosting will be charged at a yearly rate after the first initial year from the time the website goes live, WA has the right to change the yearly price of Maintenance, Support and Hosting and will give the Client up to 6 months notice of any price changes. All payments must be made before the invoice due date, unless agreed otherwise. Where invoices are overdue by 30 days WA reserves the right to lock all email facilities; at 60 days the web site may be closed; at 90 days legal proceedings may commence.

11. NON‐PAYMENT‐ Failure by the Client to meet financial obligations may result in legal proceedings by WA under which circumstances ALL legal costs and other administrative expenses will be recoverable in full by WA

12. CANCELATIONS ‐ If a project is postponed or cancelled after more than 50% completion by anyone other than WA, then the balance of works will be invoiced and then completed at the Clients continuation date (if any). If the project is cancelled before 50% completion then a refund will be issued minus charges accumulated by WA or any third party costs that WA occurred during the project. These prices will be calculated at WA’s standard design rate based on the hours already spent including any 3rd party costs. Setup costs are not refundable. Administration costs will also be applicable. Percentage of works completed will be calculated on current hours spent minus current hours quoted. Proof in the form of a project time sheet will be provided to the Client.

13. TITLE ‐ Ownership of any work delivered to the Client under any contract between WA and the Client, or of any other goods delivered under any such contract, shall not pass to the Client until payment in full of all sums due to WA under such contract has been made to WA. The risk of damage to or destruction of any item delivered by WA to the Client shall pass to the Client upon delivery, notwithstanding that ownership of the item has not then passed, and the Client shall ensure that such item is adequately insured from time of delivery.

14. SUB CONTRACTING ‐ WA may employ any person, company or firm as a sub‐contractor for the production or provision of any printed or other item in accordance with any original design or other work produced by WA for the Client.

15. SEARCH ENGINES‐ A specific position in the search engine results is not guaranteed. We will make every attempt to optimise for search engine spiders, but are not liable for circumstances beyond our control. Such as change in policies of the search engines involved, spontaneous drops and other anomalies out of our control. (a). We will not index sites that promote hate or discrimination based on race, religion, sex, age, sexual orientation or any other type of grouping. We reserve the right to refuse to promote any site we deem as unacceptable for any reason, without explanation. (b). No retroactive refunds will be made, This service is a monthly, Quarterly or Yearly service. For purposes of this agreement, WA shall have no responsibility under this agreement during periods when the search engine is not available either for searching or submissions. WA will not be responsible for any further damages of any kind. (c). The code that we actually use to index your page with the search engines is proprietary even though it is based on your original pages. The information (all codes, HTML, Java, PHP and all work that has been manually done) may not be sold, used, or transferred another website without our written permission. (d). We will not 'spamdex' your pages into unrelated keyword categories. That means that if your page is the "cheap car insurance" page, we will not index it into the "ford trucks" keyword search page. This kind of indexing is harmful to useful operation of all search engines.