Terms & Conditions
1. DEFINITION OF TERMS
LAB Creative - Lee Boardman, trading as LAB Creative
The Client - the entity which enters into a contract with LAB Creative
Domain Name - the root address of a website, e.g. www.webaddress.com. All such names must be registered
with the appropriate naming authority, which will usually charge a fee.
Downtime - time when the website is not accessible via the Internet. This may be because of a
technical failure of the Host or because work is being carried out on the site.
Host - the company on whose system the Website physically resides.
Link, Hyperlink - a 'clickable' link embedded on a web page which may take the form of a graphic or
text.
Search Engine - a website which contains a directory of websites on the Internet enabling users to find
websites by subject matter classification.
Website - a collection of web pages and associated code which forms an integrated presence.
The Work - the subject matter of the contract between the Client and LAB Creative
2 FEES
2.1 Fee Payable
A non refundable deposit of 40% of the total fee payable is due immediately upon accepting our quotation.
The remaining 60% shall become due when the Work is completed to the reasonable satisfaction of the Client
but subject to the terms of Clause 4.3 Approval of Work and Clause 4.4 Rejected Work hereof. LAB Creative
reserves the right not to begin the Work until the said deposit has been paid in full. The fee quoted in
the quotation will include the cost of domain registration, hosting set up fee or hosting.
2.2 Maintenance Fees
Maintenance, if included in the quotation, shall be on annual basis and covers a maximum of 1 basic page update
per month. Additional fees will be assessed on an hourly basis at £25 per hour or part thereof for larger
updates such as structural stranges, new pages etc. Search engine re-submissions, other than the
original submission included as standard within our quotation, shall be included in the maintenance fee.
3. DISCLAIMERS
3.1 Third Parties
LAB Creative can take no responsibility for services provided by third parties through us or otherwise,
including the Hosting of the Client's Website, although LAB Creative will endeavour to ensure that
Website downtime is kept to a minimum.
3.2 Maintenance and Correction of Errors
LAB Creative takes no responsibility for the functionality or maintenance (unless a maintenance contract is
in place) of the Website after the Work has been completed. Errors (both technical and typographical)
attributable to LAB Creative will be corrected free of charge, but LAB Creative reserves the right to
charge a reasonable fee for correction of errors for which LAB Creative is not responsible, including,
but not limited to malicious modification of the Website by a third party and typographical errors
contained in materials provided to LAB Creative by the Client.
3.3 Extent of Work
Installation on the Internet is limited to the uploading of all necessary files to the Host, and testing
of functionality. Registration of the Website with Search Engines will also be undertaken.
3.4 Consequential Loss
Under no circumstances will LAB Creative be responsible or liable for financial or other loss or damage
caused by the failure or use or misuse of its software. The Client should ensure that data on their site
is regularly backed up and that a contingency plan is in place to minimize possible losses as a result
of software failure.
3.5 Status and Duration of Offers
Proposals and offers are valid for a period of one month from the date issued. LAB Creative is not bound to
honour offers that have expired. Offers are not legally binding until an acceptable timetable for the work
has been agreed by both parties. This timetable must be agreed within the month that the offer is valid.
If an acceptable timetable has not been approved by both parties within one month of the offer being made,
the offer is deemed to have expired.
3.6 Search Engine Listings
LAB Creative does not guarantee listings on Search Engines and the Client accepts that it is Search Engines
and not LAB Creative who determine whom they list and whom they will not. The Client further understands
there is no guaranteed placement or rank on the Search Engines and that a new website may never even appear
on Search Engines at all. LAB Creative does not control Search Engines' algorithms and huge shifts can
appear daily, weekly and even hourly.
4. COMPLETION OF WORK AND PAYMENT
4.1 Completion of Work
LAB Creative warrants completing the Work in accordance with its Standard Terms and Conditions to
the specifications previously agreed with the Client. LAB Creative will not charge more than the amount
previously agreed unless the Client has varied the specifications of the Work since the agreement.
LAB Creative will not undertake changes to the specifications of the Work which would increase the cost,
without prior written authorisation from the Client.
4.2 Supply of Materials
The Client is to supply all materials and information required for LAB Creative to complete the Work in
accordance with the agreed specification. Such materials may include, but are not limited to,
photographs, written-copy, logos and other printed materials. Where the Client's failure to supply such
materials leads to a delay in completion of the work, LAB Creative has the right to extend previously
agreed deadlines for the completion of the Work by a reasonable amount. Where the Client's failure to
supply materials prevents progress on the Work for more than 21 days, LAB Creative has the right to
invoice the Client for any part or parts of the Work already completed.
4.3 Approval of Work
On completion of the Work, the Client will be notified and have the opportunity to review it. The Client
should notify LAB Creative, in writing, of any unsatisfactory points within 7 days of receipt of
such notification. Any of the Work which has not been reported in writing to LAB Creative as unsatisfactory
within the 7 day review period will be deemed to have been approved. Once approved, or deemed approved,
work cannot subsequently be rejected, and the contract will be deemed to have been completed and the
60% balancing payment under Clause 2.1 Fee Payable will become due. The Contract will remain in effect
until all obligations have been completed in terms of this Clause.
4.4 Rejected Work
If the Client rejects the Work within the 7 day review period, or will not approve subsequent Work
performed by LAB Creative to remedy any points reported by the Client as unsatisfactory, and LAB Creative
considers that the Client is unreasonable in his repeated rejection of the Work, the contract will be
deemed to have expired and LAB Creative can take any legal measures to recover both payment for the
completed Work and reasonable expenses incurred in recovering payment.
4.5 Payment
Upon completion of 7 day review period, LAB Creative will invoice the Client for the 60% balancing
payment in accordance with Clause 2.1 Fee Payable hereof, which, in the absence of agreement to the
contrary, is to be paid by the Client within 14 days of the date that the invoice was issued.
4.6 Remedies for Overdue Payment
If payment has not been received by the due date, LAB Creative has the right to suspend ongoing work for
Client, until such time that full payment of the outstanding balance has been received. If full payment
has still not been received 21 days after the due date, LAB Creative has the right to replace, modify or
remove the Website and revoke the Client's licence of the Work until full payment has been received.
By revoking the Client's licence of the Work or removing the web site from the Internet, LAB Creative does
not remove the Client's obligation to pay any outstanding monies owing.
5. INTELLECTUAL PROPERTY
5.1 Offers and Proposals
Offers and proposals made by LAB Creative to potential clients should be treated as trade secrets and
remain the property of LAB Creative. Such offers and proposals or the information contained within them
must not be passed to third parties or publicly disseminated without prior written authorization from
LAB Creative. This includes, but is not limited to, technical features, functionality, aspects of the
design and pricing information.
5.2 Warranty by Client as to Ownership of Intellectual Property Rights
The Client will obtain all the necessary permissions and authorities in respect of the use of all copy,
graphic images, registered company logos, names and trademarks or any other material it supplies to
LAB Creative for inclusion on the Website. The conclusion of a contract between LAB Creative and the Client
shall be regarded as a guarantee by the Client to LAB Creative that all such permissions and authorities
have been obtained and that the inclusion of such material on the Website would not constitute a criminal
offence or civil delict. By agreeing to these terms and conditions, the Client removes the legal
responsibility of LAB Creative and indemnifies the same from any claims or legal actions however related to
the content of the Client's site.
5.3 Domain Name
Any Domain Name obtained will belong to the Client. The Client agrees to indemnify LAB Creative,
including any incidental costs, against any claims that a Domain Name applied for, or obtained,
violates the intellectual property rights of a third party. The Client warrants that the domain name
sought is not a trademark of a third party.
5.4 Licensing
Once LAB Creative has received full payment of all outstanding invoices and the Work has been approved
by the Client in accordance with Clause 4.3 hereof, the Client will be granted a licence to use the
Website and its contents.
5.5 Trade Secrets
Any code that is not freely accessible to third parties and not in the public domain, and to which LAB
Creative or their suppliers owns the copyright, may not be copied, published, distributed or passed to
any third parties in any form without prior written consent from LAB Creative. Unless previously agreed
otherwise in writing, no modifications may be made by the Client or any third party to code to which
LAB Creative or their suppliers owns the copyright. LAB Creative acknowledges the intellectual property
rights of the Client. Information passed in written form to LAB Creative, and that the Client has indicated
is confidential or a trade secret, will not be published or made available in any other way to third
parties without the prior written consent of the Client.
6. RIGHTS AND RESPONSIBILITIES
6.1 Right to Terminate
LAB Creative reserves the right to refuse or break a contract without prior notice, if it is believed
that the Client, their Website, or any material is illegal, immoral or otherwise unacceptable.
6.2 Events Beyond the Control of LAB Creative
LAB Creative will not be liable for breach of contract where that breach was due to software, hardware
or electrical failure, natural events such as fire or other events beyond the control of LAB Creative.
6.3 Supply and Pricing of Services
LAB Creative reserves the right to use whoever it feels appropriate at the time for third party software
and services, and to alter its prices as necessary without prior notice and without affecting existing
contractual pricing agreements.
7. INTERPRETATION
7.1 Jurisdiction
This Agreement shall be governed by the laws of Country which shall claim venue and jurisdiction for any
legal action or claim arising from the contract between LAB Creative and the Client. The said contract is
void where prohibited by law.
7.2 Survival of Contract
Where one or more terms of the said contract are held to be void or unenforceable for whatever reason,
any other terms of the contract not so held will remain valid and enforceable at law.
7.3 Change of Terms and Conditions
These terms & conditions may change from time to time. The Client will be informed of revisions as and
when they are issued. Standard Terms and Conditions v1 26th June 2008
