1. Our Contract
1.1 These Terms and Conditions govern the supply of services sold by Juicy Media Limited (No. 5514688) Registered Office, Units A/B, Level 8 North, New England House, New England Street, Brighton, East Sussex, BN1 4GH ("we", "us" and "our") to the customer ("you") and constitute the entire and only agreement between us in relation thereto.
1.2 All services requested by you are on the basis of these Terms and Conditions and are subject to acceptance by you. By us delivering our services you are contractually bound to these terms.
1.3 Our Services include but not limited to;
- PHP Development;
- Multiple database skill sets including MySQL and MS-SQL;
- Linux Operating System Management;
- Web2.0 Technologies; AJAX;
- Mambo, Joomla and Alfresco Enterprise support;
- Bespoke Web Application Development;
- Additional advice and support on other technical issues;
- Action Script;
- Flash development, for interactive elements such as videos and stimulating content;
- Graphic Design including, branding, design for print, advertising, promotional material, illustration, exhibition;
- Production, online video production, corporate DVD package, DVD replication, Stop frame etc;
- Online Marketing and PR;
- Training for use of the operating systems;
- Business support and advice.
2. Price & Payment
2.1 The price payable for the services you have ordered is set out in a full proposal, email or memo that has been presented to you by a member of our staff. These prices are always exclusive of VAT.
2.1.1 VAT is charged at the prevailing rate
2.2 We reserve the right to change the price of any of our services, due to market conditions but we will confirm the prevailing price with you before beginning the work. We are not obliged to accept your order for services and may decline working with you.
2.3 On occasion, the prices payable of services advertised on our website may differ from those prices offered in further negotiations and understanding of project brief, and we are under no obligation to honour any web site price if there is such a difference.
2.4 Occasionally an error may occur with our web site and goods may be incorrectly priced in which circumstances we will not be obliged to supply the goods at the incorrect price.
2.5 Payment terms for all invoices and services are strictly 28 days from date of invoice. Payments are made one month in advance for all hosting services. Late payments are subject to a 2% invoice value per month additional charge.
2.6 We work with a number of external partners and affiliates. Successful introductions made to our external partners or affiliates may provide a remuneration to us from them by us providing the introduction of services.
3. Delivery & Title
3.1 We will endeavour to deliver the service(s) in accordance with the project plan. We will not be held accountable if the project is delayed by you, in respect of;
- Not providing key documentation to us in a timely manner;
- Not paying part invoices for milestone completions (if applicable);
- Changing specifications, including but not limited to the following;
- Colour changes;
- Change of mind;
- Another opinion provided after the design and or specification has been agreed and started on;
- Project Creep
- Template changes;
- Operational and or functional changes.
If you require changes to the services all costs will be borne by you.
While we endeavour to schedule all services and projects within an acceptable time we hold the right to hold and delay a project if required.
5.1 You may cancel your project by giving us notice of cancellation within 10 days of the date of which we commenced your project. Such notice may be given by phone, mail, fax or email. Any cost that we have incurred up to and including the tenth day will be borne by you.
5.2 On cancellation for whatever reason, you will cease to receive any support from us and any services provided will be terminated immediately.
5.3 Cancellation after the 10th day of the date of which we commenced your project will incur the full invoice value for the project, or project phase if separately identified in the original quotation.
PLEASE READ THIS CLAUSE
6.1 We shall have no liability to pay any money to you by way of compensation other than any service credit refund we make under our Service Level Agreement (SLA) which is a separate agreement. Our liability to you shall not, in any event, include losses related to any business of yours, such as loss of profits or business interruption; neither will we be responsible to you for any other loss which is not a foreseeable consequence of us being in breach of these Terms and Conditions or our legal duties.
Further to this, we shall not be liable for any direct or indirect loss or damages you may incur or suffer arising out of or in with the services laid out in clause 1.3 above.
6.2 This does not affect your statutory rights if you are a consumer, nor is it intended to exclude our liability to you for fraudulent misrepresentation or for death or personal injury resulting from our negligence.
7. Limited Companies - Director Guarantee
7.1 Those signing a purchase order number on behalf of limited companies do so as guarantor and irrevocably undertake to guarantee the payment of all monies owing to us by the relevant limited company if we believe that the limited company cannot meet its obligations.
7.2 If the limited company goes into receivership, liquidation or administration the guarantor will pay to the receiver, liquidator or administrator, as the case may be, such sum as will enable him to pay all monies owed to us by the limited company.
We may suspend the supply of services, and terminate our contract by notice in writing to you if you are in breach of an obligation hereunder or you become unable to pay your debts when they fall due or proceedings are commenced by or against you alleging bankruptcy or insolvency.
Upon termination, your indebtedness to us becomes immediately due and payable and we shall be under no further obligation to supply you services.
9. Force Majeure
We shall have no liability to you for any failure or delay in supply of services supplied or delivered hereunder that is caused by any event or circumstance beyond our reasonable control (including, without limitation, strikes, lockouts and other industrial disputes).
10. Service use
You agree not to use our services to:
- Upload, post or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene (pornography), libellous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable. Please use contact us for clarification if needed.
- Harm minors in any way.
- Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity.
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content or Third Party Content transmitted via the Site.
- Upload post or otherwise transmit any Third Party Content that you do not have a right to transmit under Law or under contractual or fiduciary relationships.
- Upload post or otherwise transmit any Third Party Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party.
- Upload, post or otherwise transmit any unsolicited or unauthorised advertising, promotional materials, "junk mail," "Spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas of the Site that are designated for such purpose.
- Upload, post or otherwise transmit any Third Party Content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
- Promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals.
11. Intellectual Property Right (IPR)
All IPR will belong to Juicy Media Limited unless purchased by you with the written agreement of Juicy Media Limited. Any bespoke source code that is developed will not be available from Juicy Media Limited unless purchased by you with the written agreement of Juicy Media Limited. Any source code that is provided under the General Public License (GPL) will belong to that author.
The content of websites (text, images and graphics) will belong to you. We take no responsibility of the content that you put into the websites we provide. The Website Owner must demonstrate the ownership of this material. Juicy Media Limited may require written proof of ownership before the material is released or may refuse to use the supplied content if we feel it is inappropriate or harmful to others.
12. Your Priavacy
Juicy Media treats privacy seriously.
Your use of our services and doing business with us signifies your consent to us collecting and using personal information about you in accordance with this policy of terms and conditions.
Juicy Media reserves the right to access and disclose individual and business identifiable information to comply with Laws or to protect itself.
This contract shall be governed by and interpreted in accordance with the laws of England and Wales