Terms of Business
1.1 The buyer, you, your, client or customer - means the person or organisation who buys or agrees to buy services from Argo Internet Business Consultants Ltd (Argo).
1.2 Conditions - means the terms and conditions of sale set out herein and any special terms and conditions agreed in writing by Argo.
1.3 Services - means the internet services which the buyer agrees to buy from Argo.
1.4 Price - means the price for the services exclusive of VAT.
1.5 Order or Agreement - means an Order for services from Argo made pursuant to the signed Contract order form.
1.6 Month – means one calendar month, and 'Monthly' shall be construed accordingly (except in respect of the opening and closing months of the Agreement when the calendar month in question shall be prorata so that it relates to that part of the month in which the Agreement was in force).
1.7 Interest – means interest at a rate of 4% above the base lending rate of HSBC Bank.
1.8 Specified email address – means: (a) (in the case of Argo) email@example.com or a valid email address on the argowebdesign.co.uk domain with the customer's account number with Argo being noted in the subject matter field; and (b) (in the case of the customer) the email address specified by the customer.
1.9 Affordable Website means a website order from one of Argos Affordable Website service level range as detailed on http://www.argowebdesign.co.uk/budget.php
1.10 Monthly Payment Plan means a customer making an initial deposit followed by regular monthly payments in order to pay for an Argo Affordable Website.
2. Conditions Applicable
2.1 These conditions shall apply to all contracts for the sale of services by Argo to the Buyer with the exclusion of all other terms and conditions, including any terms or conditions which the buyer may purport to apply under any purchase order, confirmation of order or similar document.
2.2 Argo reserves the right to alter, add and subtract from these terms and conditions at any time. The Terms and Conditions are available to view on-line at www.argowebdesign.co.uk/terms.pdf. These Terms and Conditions replace any previously agreed and it is the responsibility of the buyer to make themselves aware of what these are.
2.3 Any variation to these terms and conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless confirmed in writing by Argo.
2.4 All orders for services shall be deemed to be an offer by the Buyer to purchase services pursuant to these conditions.
2.5 Signing of the contract order form or receipt of an email to the specified email address to proceed shall be deemed conclusive evidence of the Buyer's acceptance of these terms and conditions.
2.6 The minimum length of any ongoing website services purchased will be 12 months.
2.7 These conditions shall, to the extent applicable, apply to goods and products in the same way as they apply to services.
3. The Price and Payment
3.1 The total price shall be the price set out on the order and/or pro-forma invoice. The price is exclusive of VAT which shall be due at the rate ruling on the date of Argo's pro-forma invoice.
3.2 Subject to clause 3.3 the buyer shall, at the time of the order, pay to Argo a non-refundable deposit for the services specified of 10% of the value shown on the order.
3.3 The buyer shall not be required to pay a deposit in respect of any Optimisation or Web Hosting services.
3.3a The deposit payable on purchasing an Affordable Website under an Argo monthly payment plan shall be at the rate detailed on http://www.argowebdesign.co.uk, currently set at a minimum of 49GBP.
3.4a Argo shall invoice the buyer for all services (less any deposit) immediately on completion of the website.
3.4b The buyer shall make all payments due to Argo Internet Business Consultants Ltd by cheque (supported by an appropriate cheque guarantee card) or bankers draft or in cash or electronic transfer direct to the company bank account. (and in each case in pounds sterling.)
3.4c Interest may be charged by Argo under the previous condition from and including the date on which the payment fell due, to the date on which that payment (including all applicable interest) is paid in full and interest shall be charged on a daily basis with reference to a year consisting of 365 days and with all unpaid interest compounded monthly.
3.5 Where the buyer requests to make payment for their order by way of an Argo Monthly Payment Plan, an invoice shall be sent to the buyer detailing the deposit, monthly payments and total cost.
3.5a By paying the deposit, the buyer agrees to the terms and costs supplied to them in the invoice as per clause 3.5
4. The Services
4.1 These Terms of Business apply to all work carried out in accordance with Argo's service level agreements. Argo's service level agreements are updated regularly, and the latest versions can be found on our website at www.argowebdesign.co.uk . Only one of these service level agreements may be applied to any collection of services a client agrees upon with Argo and is dependent on the total price of an order.
4.2 The buyer acknowledges and agrees that Argo shall produce the website based on information provided to it by the buyer.
4.3 It shall be the responsibility of the buyer to review and approve the content of the website (including, without limitation, the spelling of names and addresses and the accuracy of telephone numbers) at the time of the completion of such website by Argo to the buyer for the approval by the buyer.
4.4 Argo shall have no liability to the buyer for any inaccuracies in the website if and to the extent that the buyer has failed to review and/or approve (or require amendment (as the case may be)) provided to the buyer by Argo pursuant to this agreement.
5. Warranties and Liability
5.1 Argo warrants that the services will at the time of delivery correspond to the description given by Argo, either verbally or by means of order forms, invoices etc.
5.2 Argo shall not be liable for any loss or damage (including but not limited to consequential loss or damage) arising from the use of the services.
5.4 By signing the contract order form or making the initial set up fee payment, the client and Argo shall both be bound to these the Terms and Conditions, which are displayed on Argo's web site.
strong>5.5 There may be occasions when the service website, the customers website, or the websites of any third parties may be out of action for limited periods due to technical difficulties or routine maintenance and Argo shall not be liable to the customer for any downtime of this sort.
5.6 The buyer acknowledges and agrees that Argo shall have no liability to the buyer in respect of the positioning of the buyer's Web Site.
6.1 The client unconditionally guarantees that any element of text, graphics or other artwork furnished to Argo for inclusion in the web design project are owned by the client, or that the client has permission from the rightful owner to use each of these elements, and will hold harmless, protect and defend Argo and its subcontractors from any claim or suit arising from the use of such elements.
6.2 The customer confirms to Argo that: (a) the customer shall not provide Argo with any information or with any materials that infringe the rights of any other person (including intellectual property rights): and (b) none of the information or materials supplied by the customer to Argo shall be libellous, obscene, or abusive nor shall it breach any law or regulation or give rise to any legal claims of any sort and the customers website shall likewise not display or contain any information or materials of the kinds referred to in this clause.
6.3 All creation files remain the intellectual property of Argo on completion of a web design project.
6.4 Argo shall be free to reproduce, use, disclose, display, exhibit transmit, perform, create derivative works, and distribute any items from the clients web pages unless specifically agreed to do otherwise. Further Argo shall be free to use any ideas, concepts, know how or techniques acquired in the construction of websites for any purpose whatsoever including but not limited to developing, manufacturing and marketing products and any other items incorporating such information unless specifically agreed otherwise.
7. Domain names
7.1 Argo reserves the right to charge an administration fee of £25 +vat for the transfer away of domain names held by Argo.
7.2 All domains sold consisting of .uk geographical domain are subject to Nominet’s Term’s & Conditions
7.3 Argo will not accept any liability for any financial loss resulting from a domain not being renewed.
8.3 Without prejudice to any other rights or remedies which either party may have against the other for breach or non-performance of any of the terms of this agreement, either party may terminate this agreement with immediate effect by written notice to the other party in the event that the other party fails to pay any of the sums due under this agreement within 30 days of them falling due or the other party fails to perform or comply with any of the obligations under this agreement and fails to rectify such failure within 7 days of being given notice to do so or the other party is found to be in breach of any of the warranties given in this agreement or if the other party enters into liquidation, bankruptcy or other insolvency procedure whether compulsorily or voluntarily other than for the purpose of reconstruction or amalgamation or if an assignee is appointed for the benefit of the other party's creditors or if a receiver of the other party suspends any payment of its debts or if any similar situation arises or in the event of a Force Majeure.
10. Email Notifications
10.1 Argo shall send the customer the following information by email to the specified email address:
(a) future changes to Argo's charges or fees: and
(b) any additional terms and conditions or changes to the way in which the service shall be run
In any email of this sort referred to in (a) and (b) above, Argo shall give the customer not less than 30 days prior notification of those changes which shall also be posted on the Service Website.
10.2 In the event that any email is sent by Argo to the specified email address and Argo is notified by its email service that the email has not been delivered, Argo's obligations to the customer under clause 10.1 shall be limited to attempting to resend that email on one further occasion and (in respect of the matters provided for in clause 10.1 (a) and (b) and if delivery cannot be effected) the customer shall be deemed to have knowledge of the matters to which the email related which shall be posted in any event on the Service Website.
10.3 In the event that the customer reasonably believes that any of the changes notified to the customer under clause 10.1 (b) are materially prejudicial to the customer, the customer may terminate the Agreement by serving 30 days written notice on Argo and (for the avoidance of doubt) the changes to which clause 10.1 (b) relates shall not apply to the customer if the customer serves notice on Argo under this clause terminating the Agreement.
10.4 Communication by email is not secure unless it is encrypted. Argo does not encrypt emails, and therefore cannot guarantee security and confidentiality of any emails or that the transmissions will be free from infection.
11.1 It is always the policy of Argo to develop and improve its services. Argo, therefore, reserves the right to make any improvements to the designs and specifications of the services.
11.2 Nothing in this Agreement shall confer, nor do the parties intend it to confer, any enforceable right on any third party and the Contracts (Rights of Third Parties) Act 1999 shall not apply.
11.3 This Contract shall be governed by the Laws of England and the parties submit to the exclusive jurisdiction of the English Courts in relation to any dispute hereunder.
11.4 The start date of the contract held between the buyer and Argo is when the off page optimisation commences. This is the date when the order form is signed by the buyer.
These terms come from the Argo Internet Business Consultants Ltd website » http://www.argowebdesign.co.uk
© Argo Internet Business Consultants Ltd 2011