For services supplied by SEO Company 24
THESE TERMS AND CONDITIONS MAY BE CHANGED WITH THE AGREEMENT OF BOTH THE CUSTOMER AND SEO Company 24. PLEASE NOTIFY US IF YOU WISH TO MAKE ANY CHANGES AT THE TIME OF BOOKING.
IMPORTANT NOTICE: These Terms and Conditions set out the agreement between you and us under which we will provide you with web services, marketing and advertising. It is, therefore, very much in your interest to read them carefully. If there is anything in the Terms and Conditions that you do not understand then please contact us on 020309 55331.
- 1. Definitions and Interpretation
- 1.1 Headings in these terms are for ease of use and do not form part of the terms nor effect their interpretation.
- 1.2 In these terms reference to the masculine, feminine and all neuter genders includes all other genders and reference to the singular include the plural and vice versa.
- 1.3 These terms are to be governed by English Law.
- 1.4 In these terms the follow expressions have the following meanings:-
- “SEO Company 24” "we" / "our" / "us" refers to SEO Company 24
- “you” and “your” means the client of SEO Company 24 described fully in the Schedule to this agreement.
- 2. SEO Company 24 Responsibilities
- 2.1 SEO Company 24 will provide the marketing and/or consultancy services using reasonable care and skill at all times.
- 3. Pricing and payment terms
- 3.1 SEO Company 24 will provide the Services at the prevailing hourly rates from time to time and/or for the monthly fee or such combination of the two.
- 3.2 SEO Company 24 may vary its charge-out rate at any time by prior written notice to you.
- 3.3 All hourly rates and prices quoted are inclusive of all taxes.
- 3.4 Services undertaken by SEO Company 24 maybe invoiced at any time after SEO Company 24 has been engaged as agreed by you and us.
- 3.5 Any Additional Expenses to be incurred by SEO Company 24 on behalf of you as described in the Project Specifications will be invoiced in advance of such expenses being incurred by us with payment due prior to such incursion.
- 3.5 Payment for Services rendered by SEO Company 24 is due 5 days from the date of invoice.
- 3.6 We reserve the right to require payment on account for Services and any failure to exercise such right will not prevent SEO Company 24 exercising it in future.
- 3.7 We reserve the right to suspend its services at any time should any monies due to us remain unpaid and we will not accept responsibility for any loss arising from delay caused by such suspension.
- 3.8 If payment is not made by the due date, we reserve the right to charge interest from the date of invoice until the date of actual payment at the rate of 8% above the base rate for the time being of the Bank of England plus an administration fee of L100.
- 3.9 All monies due to us must be paid in pounds sterling.
- 3.10 You have no right of setoff, deduction or counterclaim in respect of any monies owing to us.
- 4. Time for Performance
- 4.1 Unless expressly agreed to the contrary, time is not of the essence in relation to any contract that is subject to these terms. Where time is made of the essence and the responsibilities of SEO Company 24 involve dependence upon you taking certain actions, if you do not take those actions within a reasonable time in the circumstances, the period of delay will be added to any period for performance by SEO Company 24.
- 5. Confidentiality
- 5.1 By the very nature of service provided to you by us, We will frequently come across confidential information relating to your business and its’ suppliers, clients or customers. SEO Company 24 therefore agrees to keep all information that may come to its’ attention in relation to your business and its’ suppliers, customers and clients strictly confidential at all times during and after the provision of any services to you for a period of up to five years or such periods as you may be bound to maintain information confidential.
- 5.2 Clause 5.1 will not apply to any information that is in the public domain otherwise than through breach of clause 5.1 by us.
- 5.3 Where we assign or delegates any responsibilities to you to a third party, we will ensure that third party agrees to observe these terms and in particular the provisions of clause 5.1.
- 5.4 We use certain proprietary documents during the course of its relationship with its clients. Such documents will be notified to you as they are used and will be given the same confidential treatment as we give your confidential information.
- 6. Termination
- 6.1 Except where a minimum term has been agreed, you may terminate any contract for the services of us governed by these terms at any time upon thirty days prior written notice.
- 6.2 Any discounts agreed will become payable in full in the event of early termination of this agreement.
- 6.3 We provide certain services on an annual basis and terminating these services early does not entitle you to a full or partial refund.
- 7. Exemptions and Exclusions
- 7.3 SEO Company 24 will try to improve the position of your website in Search Engine results in response to a search request, we do not warrant that this effort is in any way guaranteed.
- 7.3 SEO Company 24 cannot be held responsible for any changes to the position of you Web Site in the Search Engine results in response to a search.
- 7.4 Where you buy goods and services other than through SEO Company 24 but on recommendation by us, we may render assistance to you in the event of a dispute relating to such goods and services but your rights are governed strictly by the terms of that third party.
- 7.5 Where you buy goods and service through SEO Company 24 (with SEO Company 24 acting as your agent) and such goods and/or services require the payment of ongoing renewal fees, it will be your obligation to ensure that such fees are kept up to date. The legal relationship is governed strictly by the terms of that third party, and it is on these terms that you will be bound. We accept no liability for any loss caused by error on your part.
- 7.6 Any statutory implied warranties are excluded to the full extent permitted by law.
- 7.7 Neither you nor we are responsible for any losses arising through a cause which is beyond the reasonable control of the relevant party. Both you and we agree that you will use all reasonable efforts to remedy any such matter and to resume for performance of these terms at the earliest reasonable opportunity.
- 7.8 SEO Company 24 always tries to accommodate a client’s urgent needs but cannot guarantee availability at any particular time or with any particular period.
- 7.9 We will not accept responsibility for any misrepresentation made by it unless it is confirmed in writing (save for fraudulent misrepresentations) to the maximum extent permitted by law. We will not accept responsibility for any indirect or consequential losses (other than direct losses) arising from either breach of these terms or from any other legal duty to you. In particular but not by way of limitation on this exclusion, We will not accept any responsibility for losses arising from your failure to take a full backup of your system at least every seven days (and differential updates at least daily) and to store at least one backup copy off-site. You are strongly advised therefore to make arrangements for us to ensure that you protect yourself adequately in this regard and to maintain fully licensed virus-check up throughout your system.
- 7.10 You acknowledge full responsibility for all content on your site, however created, and all more generally all content approved by you (whether produced by us or otherwise). It is your obligation to ensure that all use of the media solutions provided is legal and remains so throughout operation. We accept no liability for any content either on your site or approved by you through the normal procedures agreed by us. You accept all liability arising from third party claims relating to content covered by this section and indemnify us to the maximum extent possible for any costs, damages and losses suffered as a result of any breach of this obligation. We reserve the right to take down any content where we have reason to believe that such content contravenes the law or a third party’s rights.
- 7.11 SEO Company 24 excludes liability for loss of turnover, sales, revenue, profits or indirect consequential or special losses howsoever arising.
- 7.12 Any claim made under these terms must be made within two years of the date of invoice for the relevant services giving rights to the claim.
- 8. General Provisions
- 8.1 These terms may only be varied in writing by us and any other purported variation would not be effective.
- 8.2 If you constitute more than one “legal person”, each of you are jointly and severally liable to SEO Company 24 under these terms.
- 8.3 In relation to the unpaid invoices of SEO Company 24, all such disputes are subject to the exclusive jurisdiction of English Courts of Law.
- 8.4 Any indulgences granted to you by us at any time will not operate as a waiver of its rights under these terms either in respect of a particular breach or in respect of any future breaches of the same or a similar nature.
- 8.5 Notices under this Agreement shall be served at the addresses set out in the Contract for Services or as otherwise advised by one Party to the other from time-to-time. Notices shall be deemed served as follows:
- Faxes and e-mail – the day of sending (with receipt confirmed at sender’s end) unless sent after 4.00pm in which case, the next following working day;
- Letters– the second working day next following the date of posting, assuming use of a 1st class stamp.
- 8.6 Any contract between you and us is only intended to benefit you.