The following terms of service apply to all website development / design services provided by URBAN SQUID Limited, the Developer, to the Client.
While we’re not your lawyers, we do want to say: Please read this Agreement carefully! It includes important information about your legal rights, and covers areas such as automatic subscription renewals, warranty disclaimers and limitations of liability.
We’ve tried to make this Agreement fair and straightforward, but feel free to contact us if you have any questions or suggestions.
It is not necessary for any you to have signed an acceptance of these terms of service for them to apply. If a Client accepts a quote, proposal or payment plan then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms in full.
Any purchase or use of our services implies that you have read and accepted our terms of service.
Charges for services to be provided by URBAN SQUID Ltd are defined in the project quotation plan that the Client receives via e-mail. Quotations are valid for a period of 60 days. URBAN SQUID Ltd reserves the right to alter or decline to provide a quotation after expiry of the 60 days.
Unless agreed otherwise with the Client, all website, design, or other services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work is supplied to the Client for review. And the remaining fifty (50) percent of the project quotation total due upon completion of the work, prior to upload to the server or release of materials. The advance payment is not refundable if the development work has been started and you terminate the contract through no fault of ours.
Recurring monthly payments will be invoiced every one calendar month beginning from initial payment, charged one calendar month from the acceptance of the quotation.
Payment for services is due by online payment or bank transfer. Bank details will be made available on invoices. Online payment links will be delivered by email to the client. Monthly payments will be set up via direct debit payment, credit/debit payment or paypal and will be charged to your account each month automatically until cancellation or termination of agreement.
URBAN SQUID Ltd will provide the Client with an opportunity to review the appearance and content of the service(s) during the design phase and once the overall project is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies URBAN SQUID Ltd otherwise within ten (10) days of the date the materials are made available to the Client. We are pleased to offer you the opportunity to make revisions to the design. However, we have the right to limit the number of design proposals to a reasonable amount and may charge for additional designs if you make a change to the original design specification.
Our developmental phase is flexible and allows certain variations to the original specification. However any major deviation from the specification may be charged at the rate of £100.00 per hour, or at the discretion of the URBAN SQUID Ltd.
URBAN SQUID Ltd will install and publicly post or supply the Client’s service(s) by the date specified in the project proposal, or at date agreed with the Client upon URBAN SQUID Ltd receiving initial payment, unless a delay is specifically requested by the Client and agreed by URBAN SQUID Ltd.
In return, the Client agrees to delegate a single individual as a primary contact to aid URBAN SQUID Ltd with progressing the commission in a satisfactory and expedient manner.
During the project, URBAN SQUID Ltd will require the Client to provide content; text, images, movies and sound files.
To remain efficient URBAN SQUID Ltd must ensure that work we have programmed is carried out at the scheduled time. On occasions we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged.
This is why we ask that you provide all the required information in advance. On any occasion where progress cannot be made with your service(s) because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge of up to 25%. If your project involves Search Engine Optimisation, we need the text content for your site in advance so that the SEO can be planned and completed efficiently.
If you agree to provide us with the required information and subsequently fail to do within one week of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately. Simply put, this condition states not to give us the go ahead to start until you are ready to do so.
NOTE: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website. These pages should have the same titles as the agreed website pages. Please contact us if you need clarification on this.
Also keep in mind, using our content management system you are able to keep your content up to date yourself if there are any small changes in the future. We require just the intial content you are including on your website.
Invoices will be provided by URBAN SQUID Ltd upon completion, but before publication of the service(s). Invoices are normally sent via email; however, the Client may choose to receive hard copy invoices. Invoices are due upon receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of the higher of one and one-half percent (1.5%) or £30 per month of the total amount due, and site may even be deactivated due to non-payment. The Client will be given fair warning of any such event.
To ensure uninterrupted service, we’ll automatically bill you for certain Paid Services from the date you submit your initial payment and on each renewal period thereafter until cancellation. Your renewal period will be equal in time to the renewal period of your current subscription. For example, each billable renewal period will be for one month. We’ll automatically charge you the applicable amount using the payment method you have on file with us.
Monthly invoices will be provided by URBAN SQUID Ltd to the Client via email or the Client may choose to receive a hard copy. Invoices are also accessible by the Clients personal login to our invoice services. Here the Client can see the terms and status of their monthly agreement and any over due payments due from automatic renewal issues can be paid directly. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of the higher of one and one-half percent (1.5%) or £30 per month of the total amount due, and site may even be deactivated due to non-payment. The Client will be given fair warning of any such event. Any overpayment of invoices may be saved as credit towards the next monthly invoice, at the discretion of the Develepor.
We may change our fees at any time. When applicable, we’ll give you advance notice of these fee changes via email or thorugh the Squid CMS Admin. New fees will not apply retroactively. If you don’t agree with the fee changes, you have the right to reject the change by cancelling the applicable Paid Service before your next payment date. Cancellation fees may apply.
The Client agrees to reimburse URBAN SQUID Ltd for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, software, stock photography etc.
URBAN SQUID Ltd makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Safari, Google Chrome, etc.). The Client agrees that URBAN SQUID Ltd cannot guarantee correct functionality with all browser software across different operating systems. Sometimes these limitations are imposed by the browser or the visitor’s computer and outside of URBAN SQUID Ltd’s control.
URBAN SQUID Ltd cannot accept responsibility for web pages which do not display acceptably in new versions of browsers or devices released after the website have been designed and handed over to the Client. As such, URBAN SQUID Ltd reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on URBAN SQUID Ltd’s Web space, URBAN SQUID Ltd will, at its discretion, remove all such material from its web space. URBAN SQUID Ltd is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Online payments declined for insufficient funds will be assessed a return charge of £25 and the Client’s account will immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay URBAN SQUID Ltd reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by URBAN SQUID Ltd in enforcing these Terms of service.
Termination of services by the Client must be requested formally in a written notice and will be effective on receipt of such notice. Telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for any work completed to the date of first notice of cancellation for payment in full within thirty (30) days.
THE CLIENT AGREES THAT, IN THE EVENT OF ANY TERMINATION OF THIS AGREEMENT BY THE CLIENT, NO REFUNDS SHALL BE GIVEN UNDER ANY CIRCUMSTANCES WHATSOEVER. THE CLIENT FURTHER AGREES TO PAY UPON CANCELLATION THE AMOUNT OF ANY CANCELLATION FEES OR OTHER AMOUNTS DUE TO THE DEVELOPER AS PROVIDED IN THE AGREEMENT.
Termination of this agreement by the Client:
The Client may terminate this agreement at any time with 14 days written email notice, additional fees apply for early termination.
A fee equalling 80% of the remaining 12 month balance will be charged to the Clients account for terminating this agreement between the 1st month and the 12th month of the agreement term.
After the initial 12 months, the Client may terminate this agreement without paying any additional fees with 14 days written email notice before the end of 12 months. URBAN SQUID will notify the Client in good time before the renewal date.
All URBAN SQUID Ltd services may be used for lawful purposes only. To the fullest extent permitted by law, you agree to indemnify and hold harmless URBAN SQUID Ltd from and against all damages, losses and expenses of any kind (including without limitation reasonable attorneys’ fees and costs) arising out of or related to: (a) your breach of this Agreement; (b) your User Content, Your Sites and Your eCommerce; (c) any claims from your End Users; and (d) your violation of any law or regulation or the rights of any third party.
The Client retains the copyright to data, files and graphic logos provided by the Client, and grants URBAN SQUID Ltd the rights to publish and use such material. Code created outside of the scope of this project by URBAN SQUID Ltd will remain the exclusive property of URBAN SQUID Ltd, regardless of use within the project. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting URBAN SQUID Ltd permission and rights for use of the same and agrees to indemnify and hold harmless URBAN SQUID Ltd from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for service(s) shall be regarded as a guarantee by the Client to URBAN SQUID Ltd that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (ASCII text files delivered on Cloud or via e-mail or FTP) and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .jpg, .png or .tiff format. Although every reasonable attempt shall be made by URBAN SQUID Ltd to return to the Client any images or printed material provided for use in creation of the Client’s website, such return cannot be guaranteed.
In most cases, a byline or link to URBAN SQUID Ltd will appear in either small type or by a small graphic at the bottom of the Client’s service(s). If a graphic is used, it will be designed to fit in with the overall design. If a client requests that this credit be removed, a nominal fee of 20% of the total development charges will be applied. When total development charges are less than £4000, a nominal fee of 10% will be applied. When a Client is on a monthly agreement of services, a fixed fee of £500 will be applied.
The Developer may use in perpetuity, worldwide and free of charge, any version of the Clients Sites (as defined below), or any portion thereof, for the limited purpose of URBAN SQUID ltd. marketing and promotional activities. For example, the Developer may feature the Clients Sites on URBAN SQUID ltd website pages, or on URBAN SQUID ltd social media accounts. This can result in improved traffic to the Clients Sites. The Client waived any claims against the Developer relating to any moral rights, artists’ rights or any other similar rights worldwide that the Client may have in or to the Clients Sites, and any right of inspection or approval of any such use of the Clients Sites. If the Client does not want the Clients Sites featured, the Client can opt out at anytime by contacting the Developer.
Some Clients will desire to independently edit or update their Web pages after finalization of the website as a way to control costs and avoid the expense of a Maintenance Agreement. This is always an option for Clients of URBAN SQUID Ltd. Please note however, that if this option is selected and the Client or an agent of the Client other than URBAN SQUID Ltd attempts to update the Website and damages the design or impairs the ability for the Web pages to display or function properly, URBAN SQUID Ltd will not be held liable and the time to repair the Web pages will be assessed at an hourly rate of £150. There is a one hour minimum charge.
URBAN SQUID Ltd develops websites using a custom built content management system, SQUID CMS. Unless a website management plan has been purchased, all content and site updates will be the sole responsibility of the Client.
SQUID CMS is the exclusive property of URBAN SQUID ltd.
To use the Services, you agree to provide us with accurate, complete and updated information for your Account. We may need to use this information to contact you.
Please safeguard your Account and make sure others don’t have access to your Account or password. You must immediately notify us of any actual or suspected loss, theft or unauthorized use of your Account or password. You’re solely responsible for any activity on your Account. We’re not liable for any acts or omissions by you in connection with your Account.
Completed websites are the responsiblity of the client including, but not limited to content and site updates, CMS upgrades, hacked websites, etc. URBAN SQUID Ltd provides on-going website management plans. The Client may choose one of the on-going website management plans to keep their site up to date with both content and security. Terms and conditions apply.
URBAN SQUID Ltd may purchase domain names on behalf of the Client. Payment and renewal of those domain names is the responsibility of the Client. Domain renewal notices and invoices are provided as a courtesy reminder and URBAN SQUID Ltd cannot be held responsible for failure to renew a domain or failure to notify a client about a domain’s renewal.
The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of URBAN SQUID Ltd. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
The terms and conditions of your domain name provider apply.
We only build websites on our own hosting, unless specifically agreed upon with the Client. Please note these may incur extra charges. Developing on our own hosting makes it easier for us to edit, maintain, keep secure and use the latest server technology available for our clients websites. Hosting services by URBAN SQUID ltd. are annual (12 month) agreements and paid annually.
We will setup your account after we have received payment and we have screened the order(s) in case of fraud. It is your responsibility to provide us with an email address which is not @ the domain(s) you are signing up under. If there is ever an abuse issue or we need to contact you, the primary email address on file will be used for this purpose. It is your responsibility to ensure the email address on file is current or up to date at all times.
If you have a domain name registered with URBAN SQUID Ltd, it is your responsibility to ensure that the contact information for your domain account and your actual domain name(s) is correct and up-to-date. URBAN SQUID Ltd is not responsible for a lapsed registration due to outdated contact information being associated with the domain. If you need to verify or change this information, you should let us know. Providing false contact information of any kind may result in the termination of your account.
In dedicated server purchases or high risk transactions, it will be necessary to provide government issued identification and possibly a scan of the credit card used for the purchase. If you fail to meet these requirements, the order may be considered fraudulent in nature and be denied.
We will make every effort to help you move your site to us. However, transfers are provided as a courtesy service, and we cannot make guarantees regarding the availability, possibility, or time required to complete an account transfer. Each hosting company is configured differently, and some hosting platforms save data in an incompatible or proprietary format, which may make it extremely difficult if not impossible to migrate some or all account data. We will try our best, but in some cases we may be unable to assist you in a transfer of data from an old host.
The free transfer services are available for 10 days from your sign up date. Transfers outside of the 10 day free period may incur a charge.
Subject to section 6.1 of these terms.
We may agree with the Client to merge our hosting prices together with our SQUID CMS plans and will be costed at the discretion of the Developer and included in the monthly invoice.
Subject to section 10 .1 of tthese terms.
We use a third party server (“Digital Ocean”) to provide hosting for ourselves and our clients. Digital Ocean provides blazing fast SSD cloud servers including; 99.99% Uptime, IPv6 - the latest in Internet Protocols, and market leading security.
The process of hosting will be subject to the terms, conditions and privacy policies of Digital Ocean in addition to this Agreement. We don’t control and are not liable for the security or performance of Digital Ocean.
We do not guarantee any specific position in search engine results for your website. We perform basic search engine optimisation according to current best practice.
This Agreement does not create an exclusive relationship between the parties. The Client is free to engage others to perform services of the same or similar nature to those provided by URBAN SQUID Ltd, and URBAN SQUID Ltd shall be entitled to offer and provide design services to others, solicit other clients and otherwise advertise the services offered by URBAN SQUID Ltd.
The Developer, in rendering performance under this Agreement, shall be deemed an independent contractor and nothing contained herein shall constitute this arrangement to be employment, a joint venture, or a partnership. The Client does not undertake by this Agreement, or otherwise, to perform any obligation of the Developer, whether by regulation or contract. In no way is the Developer to be construed as the agent or to be acting as the agent of the Client in any respect, any other provisions of this Agreement notwithstanding.
We reserve the right to subcontract any services that we have agreed to perform for you as we see fit.
We (and any subcontractors we engage) agree that we will not at any time disclose any of your confidential information to any third party.
During the first 1 month following completion of the work, URBAN SQUID Ltd shall provide up to 6 hours of Support Services at no additional cost to Client. Support Services means commercially reasonable technical support and assistance to maintain and update the Deliverables, including correcting any errors, bugs or deficiencies. Requests for additional support will be billed on a time and materials basis at URBAN SQUID Ltd’s standard rate.
After the Warranty Period expires and at Client’s option, URBAN SQUID Ltd will provide Support Services for the following months(s)for URBAN SQUID Ltd’s hourly fees of £70 per hour.
The services in the Warranty Period do not include enhancements to the Project or other services outside the scope of the Proposal.
URBAN SQUID Ltd hold single backup files for all clients websites on our server that are not renewed, unless you are on a maintenance plan. You are responsible for maintaining your own backups with respect to your website and we will not be liable for restoring any client data or client websites except to the extent that such data loss arises out of a negligent act or omission by us. As a grace offering, in the event of such a loss, we will try to restore your website with the backup we have on the server.
URBAN SQUID Ltd is not responsible for files and/or data residing on your account.
The Services include features that enable you to provide or sell products and services to, or otherwise collect payments from, your End Users (such activities, “Your eCommerce”). We’re not a party to, and we aren’t liable for, Your eCommerce. You’re solely responsible for Your eCommerce, and compliance with any laws or regulations related thereto, including without limitation the following:
You’re solely responsible for: (a) all Taxes and fees associated with Your eCommerce, including without limitation any Taxes related to the purchase or sale of products or services in connection therewith; (b) collecting, reporting and remitting required Taxes to relevant government authorities; and (c) informing your End Users of required Taxes, and providing them with invoices as required by law. You also agree that any tax estimates, reporting or related materials that we may provide via the Services are for illustration purposes only, and you may not rely on them to comply with your tax obligations.
You’re solely responsible for fulfilling and delivering your products and services to your End Users.
You’re solely responsible for any claims or warranties you make in connection with Your eCommerce.
You’re solely responsible for handling any comments or complaints related to Your eCommerce, including without limitation any issues related to payments, promotions, refunds or chargebacks. You agree to provide accurate and complete contact information on Your Sites so that your End Users can submit comments or complaints to you.
You may not offer or sell any products or services which, in our sole discretion: (a) may be deemed hazardous, counterfeit, stolen, fraudulent, offensive or abusive; (b) are prohibited for sale, distribution or use; or (c) otherwise fail to comply with any applicable laws or regulations, including without limitation with respect to intellectual property, privacy or publicity rights, consumer protection, product safety or trade regulations, or export controls, regulations or sanctions.
While we’d prefer not to, we may, at any time and in our sole discretion, and without any notice to you, suspend, disable access to or remove your Account, Your Sites or Your eCommerce, without any liability to you or to any End Users, including without limitation for any loss of profits, revenue, data, goodwill or other intangible losses (except where prohibited by law). For example, we may suspend Your eCommerce if you’re violating this Agreement.
URBAN SQUID Ltd may modify this Agreement from time to time, although very rarely. We will always maintain our most up to date terms on our website urbansquid.london/terms-and-conditions. If a modification meaningfully reduces the Clients rights, URBAN SQUID Ltd will notify the Client (by, for example, sending the Client an email or displaying a prominent notice within the SQUID CMS Admin). The notice will designate a reasonable period after which the new terms will take effect. Modifications will never apply retroactively. By continuing to use or access the Services after any modifications come into effect, the Client agrees to be bound by the modified Agreement. If the Client disagrees with our changes, then the Client should stop using the Services.
URBAN SQUID Ltd Betas are still in Beta. URBAN SQUID Ltd may release products and features that are still being tested and evaluated. Those Services have been marked as beta, preview or early access (or a similar phrasing), and may not be as reliable as URBAN SQUID Ltd’s other services. URBAN SQUID Ltd is therefore not liable for any issues that may arise from use of said Betas.
Our Demo Content Is For Private Use Only. We may provide templates or other products featuring demo content including without limitation text, photos, images, graphics, audio, video and other materials (“Demo Content”), to provide you with ideas or inspiration. However, Demo Content is for private use only (unless we tell you otherwise). You agree that you will not distribute, publicly display, publicly perform or otherwise publish any Demo Content (or any portion thereof).
These Terms of service supersede all previous representations, understandings or agreements. The Client’s signature below or payment of an advance fee constitutes agreement to and acceptance of these terms of service Payment online is an acceptance of our terms of service.
This Agreement shall be governed by English and U.K Law.
URBAN SQUID Ltd hereby excludes itself, its Employees and or Agents from all and any liability from:
Loss or damage caused by any inaccuracy;
Loss or damage caused by omission;
Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
Loss or damage to clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
The entire liability of URBAN SQUID Ltd to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
Limitation of Liability. THE SERVICES AND THE WORK PRODUCT OF URBAN SQUID LIMITED ARE SOLD “AS IS.” IN ALL CIRCUMSTANCES, THE MAXIMUM LIABILITY OF URBAN SQUID LIMITED, ITS DIRECTORS, OFFICERS, EMPLOYEES, DESIGN AGENTS AND AFFILIATES (“DESIGNER PARTIES”), TO CLIENT FOR DAMAGES FOR ANY AND ALL CAUSES WHATSOEVER, AND CLIENT’S MAXIMUM REMEDY, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL BE LIMITED TO THE NET PROFIT OF URBAN SQUID LIMITED. IN NO EVENT SHALL DESIGNER BE LIABLE FOR ANY LOST DATA OR CONTENT, LOST PROFITS, BUSINESS INTERRUPTION OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE MATERIALS OR THE SERVICES PROVIDED BY URBAN SQUID LIMITED, EVEN IF URBAN SQUID LIMITED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
This Agreement was originally written in English (UK). We may translate this Agreement into other languages. In the event of a conflict between a translated version and the English version, the English version will control.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid, illegal, or unenforceable provision.