GENERAL TERMS AND CONDITIONS
- The contract is law enforceable and not subject to cancellation. In event of impracticality by Cheap Takeaway Websites, then a full refund of any monies paid shall be made to the Customer.
- The Customer agrees, unless herein endorsed by Cheap Takeaway Websites’ agent, to produce necessary copy at the time of signing this Agreement, otherwise Cheap Takeaway Websites reserve the right to delay production until such copy is provided.
- The Customer shall indemnify Cheap Takeaway Websites against all claims in respect of any alleged infringement of copyright, trademark or design or in respect of any passing off or slander or title arising in consequence to the exhibition of the websites in pursuance of this Agreement.
- Cheap Takeaway Websites reserve the right to withhold, withdraw or refuse any website before final publication.
- Cheap Takeaway Websites reserve the right to change the shape, size, title and location of the website or the media used to display advertising matter.
- It is agreed and declared that this Agreement contains all terms and conditions between the parties hereto and Cheap Takeaway Websites have made no warranty (oral or otherwise) except as expressly stated herein, and it is further agreed and declared that no monopoly rights shall be enjoyed by the Customer unless endorsed on the Agreement and initialled by Cheap Takeaway Websites’ agent.
- Where the business of the Customer is taken over by a new proprietor (or where his business ceases or the nature of the business changes) the Customer shall nevertheless remain fully liable under this Agreement, unless the new Proprietor notifies Cheap Takeaway Websites by recorded delivery of his intention to accept as this responsibility, the terms already agreed with Cheap Takeaway Websites by the Customer. Should, however, the new Proprietor default in the performance of this Agreement the Customer will remain liable for any loss sustained by Cheap Takeaway Websites.
- If due to any circumstances the venue in question ceases to operate, then the Customer shall only be liable for payment in respect of the proportion of the contract which has been honoured by Cheap Takeaway Websites.
- If payment of an instalment hereunder is not made on the due date then the whole of the balance outstanding under this Agreement shall immediately become due and payable, plus costs of collection. Interest is calculated monthly and charged on the total amount outstanding. The current rate of interest charged is 8% above base rate of Barclays Bank. Any proceedings of whatever nature in connection with or arising out of this Agreement shall be held at the Law Courts, The Quayside Newcastle-upon-Tyne, Tyne & Wear, NE1 3LA at the discretion of Cheap Takeaway Websites.
- If the terms of the agreement are broken Cheap Takeaway Websites may charge the Customer up to £25 for any of the following:
- Unpaid, returned or recalled bankers orders
- Unpaid, returned or recalled cheques
- Cancelled bankers orders
- Letters sent to you as a result of your breach of this contract
- Refunds resulting in the overpayment of bankers orders
- If payment of an instalment hereunder is not made on the due date then Cheap Takeaway Websites have the right to withdraw the Customer’s website. The Customer shall nevertheless remain fully liable for the total contractual value outstanding under this agreement.
- No notice to Cheap Takeaway Websites or the client shall be binding, valid or effective unless sent by recorded delivery post to the registered office of Cheap Takeaway Websites or the address of the Client as set out overleaf (as the case may be).
- Estimates are based on Cheap Takeaway Websites’s current costs of production and, unless otherwise agreed, are subject to amendment on or at any time after acceptance to meet any rise or fall in such costs.
- Except in the case of a customer who is not contracting in the course of a business nor holding himself out as doing so, Cheap Takeaway Websites reserves the right to charge the amount of any value added tax payable whether or not included on the estimate or invoice.
- All work carried out, whether experimentally or otherwise, at the Customer’s request shall be charged.
- A charge may be made to cover any additional work involved where copy supplied is not clear and legible.
- If any change is considered as too major after the first proof has been delivered (for example an entire design change), this will incur a £45 fee to be added at our discretion.
- Proofs of all work may be submitted for the Customer’s approval and Cheap Takeaway Websites shall incur no liability for any errors not corrected by the customer in proofs so submitted. Customer’s alterations and additional proofs necessitated thereby shall be charged extra. When style, type or layout is left to Cheap Takeaway Websites’s judgement, changes there from made by the customer shall be charged extra.
- Unless negotiated and agreed in writing, the copyright of General Artwork, Commissioned Artwork and Illustrations belong to Cheap Takeaway Websites. Cheap Takeaway Websites may use any artwork or printing produced by itself for the purposes of promoting itself. The Customer shall be responsible for obtaining all necessary authority to reproduce pictures, artwork, photographs, etc. The Customer will indemnify Cheap Takeaway Websites and his agents from any claim arising thereof.
- Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to Cheap Takeaway Websites and the carrier within three clear days of delivery (or, in the case of non-delivery within 28 days of despatch of the goods) and any claim in respect thereof must be made in writing to Cheap Takeaway Websites and the carrier within seven clear days of delivery (or, in the case of non-delivery, within 42 days of despatch). All other claims must be made in writing to Cheap Takeaway Websites within 28 days of delivery. Cheap Takeaway Websites shall not be liable in respect of any claim unless the aforementioned requirements have been complied with except in any particular case where the customer proves that (i) it was not possible to comply with the requirements and (ii) advice (where required) was given and the claim made as soon as reasonably possible.
- Cheap Takeaway Websites shall not be liable for any loss to the customer arising from delay in transit not caused by Cheap Takeaway Websites.
- Credit terms – For invoices not settled within the agreed credit terms, Cheap Takeaway Websites reserves the right to charge interest on the overdue debt at 2% above the Barclays Bank base rate at the time and an administration fee to cover the debt recovery costs.
- Insolvency – If the customer ceases to pay his debts in the ordinary course of business or cannot pay his debts as they become due or being a company is deemed to be unable to pay its debts or has a winding-up petition issued against it or being a person commits an act of bankruptcy or has a bankruptcy petition issued against him, Cheap Takeaway Websites without prejudice to other remedies shall (i) have the right not to proceed further with the contract or any other work for the customer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the customer, such charge to be an immediate debt due to him, and (ii) in respect of all unpaid debts due from the customer have a general lien on all goods and property in his possession (whether worked on or not) and shall be entitled on the expiration of 14 days’ notice to dispose of such goods or property in such manner and at such price as he thinks fit and to apply the proceeds towards such debts.
- Illegal matter – (a) Cheap Takeaway Websites shall not be required to print or publish any matter which in his opinion is or may be of an illegal or libellous nature or an infringement of the proprietary or other rights or any third party.(b) Cheap Takeaway Websites shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent, design of or any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.
- Force majeure – Cheap Takeaway Websites shall be under no liability if he shall be unable to carry out any provision of the contract for any reason beyond his control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the customer may by written notice to Cheap Takeaway Websites elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
- Consequential loss – Cheap Takeaway Websites accepts no liability whatsoever for consequential or third party losses, resulting in a delay in delivery howsoever caused.
- Cheap Takeaway Websites add the url www.cheaptakeawaywebsites.com to all printed matter printed by Cheap Takeaway Websites. Removal of the url will incur a standard fee of £100.
- This Agreement shall in all respects be constructed as an English Contract subject to English Law.
SOFTWARE LICENCE TERMS AND CONDITIONS
Cheap Takeaway Websites grants the Customer a non-exclusive, non-transferable, limited licence to use the Software, in object code only, in the Customer’s normal course of business (including the version initially licensed together with any Updates included in the subscription, but excluding any new software feature or substantial additional functionality for which Cheap Takeaway Websites, in its sole discretion, generally charges customers of the Software additional charges).
The Customer may not make any copies of the underlying software run by the website.
The Customer may not publish, transmit, retransmit, disseminate, broadcast, circulate, sell, resell, loan, lease, distribute or transfer Software or copies to third parties, nor reverse engineer, decompile, disassemble or otherwise attempt to discern the source code of the components of the Software. The Customer may not use the Software, nor allow the Software to be used, to provide data management or processing services for third parties. The Customer may not reproduce all or any portion of the Software (except as expressly permitted herein) or any accompanying Documentation, or modify, translate or otherwise create derivative works of the Software. The Customer agrees to notify its employees and agents who may have access to the Software of the restrictions contained herein and to ensure their compliance with these restrictions.
The Customer hereby acknowledges and agrees that all right, title and interest in and to the Software, the Documentation and any other related materials are, and shall remain, vested solely in Cheap Takeaway Websites, its Affiliates and other software owners, if any, and the Customer shall not hold itself out as having any ownership or other rights with respect thereto, except as specifically granted hereunder. Except as expressly permitted herein, the Customer agrees that it shall make no use of the Software, the Documentation or any other related materials without Cheap Takeaway Websites’s prior written consent. Any and all goodwill associated with such rights shall inure directly and exclusively to the benefit of Cheap Takeaway Websites.
- All websites are developed to work primarily across all major browsers and platforms including other devices such as mobile phones and touchpads. However, Cheap Takeaway Websites cannot guarantee complete and/or long term compatibility across every major browser, platform or handheld device due to updates/upgrades by their respective vendors.
- Cheap Takeaway Websites cannot guarantee compatibility in old or redundant browser software
To ensure superior levels of reliability and performance, all our clients’ websites are hosted on a high speed, state of the art managed dedicated server which utilizes a guaranteed minimum uptime service availability level of 99.95%. Details of the exact specification of our servers are freely available to all our clients and will be given upon request.
- The Licensor warrants that
- it has all authority and rights necessary for the purposes of this Licence Agreement;
- the Software has been developed and tested with not less than the skill and care of a competent supplier of similar products;
- the Software is owned by or licensed to the Licensor and does not infringe the Intellectual Property Rights or other rights of any third party;
- the Software will perform in all material respects as set out in the Specification and any documentation provided or published and referred to by Cheap Takeaway Websites;
- the Licensor cannot warrant that the Software is free from common viruses, spyware, malware, trojan horses and other damaging code or devices but the Licensor confirms that it has applied commercially reasonable efforts to check for and remove the same;
- the documentation, support services and training materials shown in the Specification are not less than that which the Licensor provides with the Software to its other customers;
the documentation, support services and training materials shown in the Specification have been prepared and will be supplied with the skill and care of a competent provider of similar documentation, services and materials;
- unless shown otherwise in the Specification, it will make all updates and new versions available to the Licensee whenever it makes the same available to its other customers. The Licensor will use all reasonable endeavours to ensure that updates and new versions do not reduce any material functionality or features of the Software;
- it will provide, or arrange for a service provider to provide on its behalf, the support services set out in the Specification via phone and email. Support services for major incidents must be available for at least normal business hours on normal business days in the UK;
- the Licensor does not warrant that the Software is error-free but warrants that the Software has been reasonably checked and is not known to contain material errors. The Licensor will promptly correct errors that are discovered by the Licensor or brought to its attention.
The undertakings in the above clause 7 replace all conditions and warranties which may otherwise be implied by statute, common law or otherwise. The Licensor makes no representation express or implied with regard to the fitness of the Software for any particular purpose.
- The Licensor shall make the Software available to the Licensee by the date requested on the Order or, before such date, inform the Licensee when the Software will be made available or inform the Licensee of the reasonable grounds why the Order cannot be accepted.
- The Licensor will identify contacts for the support services and for other matters relating to this Licence Agreement.