1. Definition : The term ‘UK Digital Agency’ or ‘us’ or ‘we’ refers to the owner of this website whose registered office is UK Digital Agency Ltd, Kemp House, 152-160 City Rd, London EC1V 2NX. Our company registration number is 12411317. The term ‘you’ refers to the user of this website.
Use of this website shall be subject to the following terms and conditions of use:
The content of the pages on this website are for general information and use only. All content is subject to change without notice at any time.
Neither UK Digital Agency nor any third parties provide any guarantee as to the accuracy, performance, completeness, timeliness or suitability of the information and materials offered on this website for any specific purpose. You accept that such information and materials may contain errors or inaccuracies and we exclude liability for any such errors or inaccuracies to the maximum extent permitted by law.
The use by you of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It is your responsibility to ensure that any information, products or ser-vices obtained through this website meet your specific requirements. By using this web site and attempting to implement any of the strategies that we have talked about, you agree to indemnify and hold UK Digital Agency Ltd harmless of any subsequent events that may occur with your web site, marketing efforts and / or search engine rankings.
Please be advised that due to search engines, web sites and marketing techniques changing fre-quently and rapidly that not all of the information on this web site may be completely accurate at the time it is read. At the time of writing the content for this web site all information was accurate to the best of our knowledge and experience. Successful search engine marketing requires extensive research of many resources. Do not use this site as your sole source for information.
This website contains content and material which is owned by or licensed to UK Digital Agency. This material includes, but is not limited to, design, appearance, layout and graphical elements. Reproduction is strictly prohibited unless it is in accordance with the copyright notice, which forms part of these terms and conditions.
Unauthorised use of this website could result in a claim for damages and/or constitute a criminal offence.
This website may also include hyperlinks to external websites. These links are provided solely for your convenience. Their inclusion does not signify that we recommend the website(s) concerned. UK Digital Agency accepts no responsibility for the content of the linked external website(s).
Your use of this website and any subsequent dispute arising out of this use remains subject to the laws of England, Scotland and Wales.
This website and all content contained within it is the copyright of UK Digital Agency. All rights reserved. Any redistribution or reproduction of part or all of the contents of this site in any form is prohibited other than the following uses:
You may print or download to a local hard disk specific extracts for personal, non-commercial use.You may distribute content to individual third parties for their non-commercial, personal use, with the requirement that you acknowledge this website as the source of the content.
You may link to specific pages within this site, and display both brief excerpts of our articles and posts on our blog.
You may not, except with the express written permission of UK Digital Agency, distribute or exploit our content for commercial purposes. You cannot transmit or store this content in any other web-site or other form of electronic retrieval system. All rights reserved.
2. The Contract between you and us. For the services provided pursuant to the terms and conditions , the order confirmation and any change order, the following additional terms and conditions apply. Any nonstandard terms will be detailed in within the order confirmation or similar form. A binding contract between you and us (“Contract”) will arise when we have received confirmation of the order from you, whether verbal or in writing, and we have notified you of our acceptance of your order whether verbal or in writing. You should only submit an order to us if these conditions are acceptable to you without modification. This applies to day rate and ongoing retainer agreements as well.
3. The Services that We Offer. Descriptions of most of our services are on the websites www.ukdigitalagency.com or any of our partner websites (“Product Description”). In addition, our sales team will also be pleased to discuss any further bespoke services that you may require. Subject to our acceptance of your order, and your continual compliance with these conditions, we will provide the Services specified in your Order in accordance with these Conditions and the Product Description, using our reasonable skill and care at all times. We may use agents and/or sub-contractors to perform the services on our behalf where we deem it appropriate to do so.
a. Premium Websites.
1) During any stage of the design process, a designer or project manager will be working with you to gather information to start, feedback to revise, orapproval to complete your website. If a response is not received from you for more than sixty (60) days, the design project is considered”abandoned” and payment is surrendered in full.
2) Uk Digital Agency reserves the right to charge you a fee for repeated missed consultations, repeated rescheduling of consultations related to anywebsite design work, and/or the reinstatement of your website design to anactive status if no response has been received from you for thirty (30)days.
3) Modifications. We offer modifications in the first thirty (30) days of the website going live and then a monthly website management fee will be agreed to continue website management. Note, this is not applicable to “Skinny Sites” as outlined below.
i. Skinny Sites.
1. If a consultation has not been completed and/or Customer has not been responsive in order for us to complete the full site build, we will proceed with a “Skinny Build” in order to ensure the website has been created and delivery of the product is effectuated to the best of our ability.
2. All such accounts where the consultation is incomplete and to the extent UK Digital Agency has been unable to reach the customer, the account will progress to a Skinny Site’ and will be built from either an existing website or listing profile.
3. Domain purchase. If the client has an existing website and wants to use this domain, we will still register a new domain, so the website can go live as soon as it is ready. We will always find the closest match to the existing
domain and as normal, the customer can always transfer their existing domain, once they are ready to do so.
4. Skinny Site customers requesting modifications will be required to notify us within five (5) working days of receipt of the website going live. Charges beyond this period will be at an hourly rate.
1) In pursuance of our policy of continuing service improvements we reserve the right to alter the look, feel, style, facilities and functionality of any of our services and the website at any time without giving you prior notice but in doing so we will endeavour not to materially diminish the overall functionality and value of the Services or the website. Accordingly, the product description is subject to change from time to time.
2) We may at any time either change, replace or delete these Conditions or in-clude new terms
b. Profile Management Services
c. Internet, Online Marketing & Marketing Management Services
1) Our Internet Services include, without limitation, Video Advertising, Web Design, Web Hosting, SEO, PPC , Facebook Advertising, Profile Management Services and bespoke website optimisation. From time to time other Services may be added, or Services may be removed.
2) You acknowledge and accept that your services and/or products may be re-viewed either favourably or unfavourably by third party consumers andthat third-party review activity does not constitute the view or opinion ofUk Digital Agency. You accept that we offer no editorial services for
reviews and are not in a position to investigate every review but take reasonable steps to prevent libellous or offensive materials from being post-ed online, although we reserve the right either to maintain or to remove reviews for any reason within our sole discretion.
3) You accept that we will remove positive reviews if they can be traced to the business owner.
4) Our SEO Performance service is limited to monitoring your website’sposition in major search engines, and A report indicating the position of your website on these major search engines will be forwarded to you every month of your contract term.
5) Where we provide any affiliate services on a revenue share basis, we will for-ward any agreed fees to you within 30 days of receiving thecorresponding fees from the client. If you fail to complete the agreedservice or remove any links from the agreed website(s) or render the agreed website(s) unavailable within the specified contract period, the full fee for the agreed service will be refundable to us.
6) If you fail to provide any Deliverable Materials to us within the specified time limits, we reserve the right, in addition to any other rights we may have, to retain any Charges that you have paid to us.
7) We will endeavour to meet your requested live date(s) for your internet service but time is not of the essence in this respect and we will not be liable for any delays.
8) Marketing Management services are provided at an hourly rate, day rate or monthly retainer rate.
4. The Price of our Services.
a. Our charges (“Charges”) for any services ordered by you will be detailed at the point of sale. Unless delays to our provision of services to you are solely due to our actions or inactions, payments will be due as scheduled. As consideration for the services you purchase, order or otherwise utilise, you agree to pay all applicable prices, taxes (including but not limited to VAT) and fees as designated in the related order process, with such prices, taxes and fees subject to change. Billing will be on a calendar-month or term basis and all amounts are due immediately or upon ordering and are non-refundable, except as otherwise expressly provided, as required by applicable law.
b. Except with respect to the services to which you subscribe on a monthly (or similar billing cycle) basis, to the extent we are legally required to do so, we will provide you with notice prior to the renewal of your services within the applicable required notice period depending on term length.
c. The charges for all of our services are payable in advance by you. In the case of our annual services , this means that our charges are due to be paid by you at the same time as your order and then again by you on each anniversary. In the case of our non-annual services our charges must be paid by you at the same time as your order.
d. Any indulgence given by us to you in respect of the time for payment of our charges is entirely at our discretion and shall not operate as a waiver of any of our rights. If you do not pay us any sums due from you on the due date for payment, we may at our option charge interest on the overdue amount at the rate of 4%.
e. We normally accept payment by cheque (payable to UK Digital Agency Ltd), BACS Transfer and by Visa, MasterCard, Maestro, Delta, Switch Direct Debit, BACS or American Express. We do not currently accept payment by Diners Club, Electron or Solo. We may withdraw any method of payment at any time without notice to you.
f. If any reduction is available to you in respect of a promotional offer made available by us, and you are eligible for such offer, then the charges payable by you will be reduced by the amount shown but not by more or otherwise.
5. Your Obligations to Us.
a. You will promptly provide us (free of charge) with any information that we may reasonably require to enable us to proceed with the performance of our obligations under the contract. This may include (without limitation) any information which we may reasonably request for the purpose of credit verification and debt collection purposes and you permit us to use such information and to provide it to third parties acting on our behalf for such purposes.
b. You are responsible for ensuring that all deliverable material that you provide to us is accurate, decent, lawful, and honest, free from third party advertising, and that such deliverable material is not offensive, prejudicial or inflammatory, likely to expose us to claims, result in our prosecution, cause us to infringe the legal rights of any third party, or cause us embarrassment or distress of any kind. You agree that you will be responsible to us for any losses costs or claims that we incur if you supply deliverable material to us which breaches this obligation.
c. You must supply deliverable material to us in a suitable format (details of which will be supplied upon your request). You must ensure hat any deliverable material that you supply to us in an electronic form is provided using fully licensed software and is free from harmful viruses or similar.
d. If any deliverable material that you provide to us itself constitutes or incorporates any intellectual property rights (including without limit copyrights,registered or unregistered trademarks, patent rights, registered or unregistered designs, proprietary know-how or any other proprietary rights of any nature) you represent and warrant to us that such deliverable material is either owned absolutely by you or that the owner of such intellectual property rights has given you permission to use them and to allow us to use them on your behalf.
e. If we in our sole discretion consider necessary, we reserve the right to contact the owner of any intellectual property rights vested in any deliverable materials provided by you to verify that we have permission to use such deliverable materials. However we shall have no liability for failing to do so.
f. We may telephone you from time to time and, as with incoming calls, you accept that all such calls may be recorded for internal purposes, including monitoring and training.
g. Domain Name Restrictions:
i. You must not at any time use Your Domain Name, any website host-ed by us pursuant to the Contract.
ii. If you breach any of your obligations set out above, we reserve the right at our discretion to terminate the Contract immediately without warning and without limit you agree to indemnify us against any costs, claims or expenses that we incur as a result.
iii. We will cooperate fully with investigations of violations of systems or security networks or security at other sites and with law enforcement authorities in the investigation of possible criminal violations. We reserve the right to charge you up to £250 to investigate any complaint that we receive in relation to Your Domain Name or any website or other Service hosted by us for you. If you violate any systems and/or network security, you may also incur other criminal or civil liability.
iv. Users transmitting e-mail from or through any service provided by us must not do anything that attempts to hide, forge or misrepresent the sender of the e-mail and/or sending site of the e-mail.
v. Any bulk mailings sent from or through any service provided by us must state explicitly how each individual recipient’s e-mail address was obtained and also state how frequently the mail will be received. It is your responsibility to record details including, but not limited to:· The time and date each e-mail address was obtained· The IP address of the subscriber· The URL from which the subscription was received. These details must be made available to us upon request.
vi. Any bulk mailings sent from or through any service provided by us must contain simple and clear unsubscribe mechanisms; we recommend that this should be in the form of a working link to a one-click unsubscribe system, although use of a valid “reply to” e-mail address may be used instead.
vii. Any bulk mailings sent from or through any service provided by us must contain correct, non-electronic, contact information for thesender; this must be included clearly within the text of each e-mail and in-clude:· Contact telephone number· Business name· Physical mailing address
viii. Should you have any complaint about our services Please contact our complaints handler by contacting the Customer Support team at +44 (0) 2033184874 or emailing firstname.lastname@example.org using
one of the contact details below. We will endeavor to respond to all points of contact within 3 business day and aim to resolve any issues you have within 5 business days.
ix. If you wish to raise a complaint about abuse you have received(phishing scams, spam emails, etc.) please contact us by email at: email@example.com with as much detail about the abuse. We will investigate your complaint immediately.
6. Termination of the Contract.
a. In the case of subscription services the contract will terminate with one (1) month’s notice by either party, upon the later of completion by us of such services and receipt of payment in cleared funds from you of all Charges that are due in relation to them. This applies to rolling month to month marketing management services , including hourly , day rate and retainer agreements.
b. In the case of Annual Services, such Services are provided by us for an initial period of twelve (12) months from the first date on which you make payment to us. Thereafter, the Contract will renew for additional periods for the agreedupon term. We will endeavour (but are not contractually obliged) to contact you in the last 3 months of the 12-month annual service to discuss renewal.
c. If you no longer wish to carry on with your contract, please email us on the contact email address given below no less than 30 days before your services are due to be renewed. Your account will only be deemed as terminated once all outstanding balances have been paid in full. Domains will only be considered for transfer once all balances have been settled, we will not charge you for transferring a domain(s) away to another registrar’s tag. The customer acknowledges that, termination of the agreement for any reason will result in us ceasing to provide the applicable services, with the consequences that flow from such cessation, including (but not limited to), deletion of data,.e.g. hosting account(s) and mail boxes. If you cancel any of the Services other than within 30 days of the end of a 12-month period, we will not refund any payments of charges made in re-spect of the remainder of such period, and all outstanding installments of the charges relating to such 12-month period must be paid by you.
d. We will endeavour (but are not contractually obliged) to send you automatic email renewal alerts 60, 30, 15, 7 and 3 days before the expiry date of yourdomain.
e. We shall have the right to immediately terminate any Service if the Customer is in breach of any of these terms. In the case of video advertising or website design, We shall have the right to immediately terminate the Service if the Customer fails to approve the video montage or website design within a reasonable period.
f. We may terminate the Contract with you immediately at any time without notice but, if you demonstrate that we have terminated the Contract without any breach by you of your obligations, we will refund to you a sum representing the part of the Services attributable to the unexpired period to the next anniversary date of your Contract. We may, by at least 30 days’ notice to you in advance, elect not to renew your contract with us at an anniversary.
g. As it relates to Premium Website Services, You understand and agree UK Digital Agency owns all content and the overall site unless otherwise stated. In the event you terminate your Premium Website Services with us, UK Digital Agency will retain all ownership of such content, excluding the Customer logo and domain, to the extent
UK Digital Agency has received all payments to date. Please note, if a con-sultation has occurred, even if not fully completed, a fee may be charged to you by Uk Digital Agency. If stock photography has been included as part of the website build, as long as you host your site with us, the licenses for those images are included in the cost of hosting. However, if you choose to host your site elsewhere, the licenses for all stock images will need to be purchased by you and provided to us for inclusion in your site.
a. You hereby agree to indemnify, defend and hold us harmless for all liability, claims, damages and costs, including reasonable legal expenses, arising out of or in connection with a breach by you of your obligations, representations and warranties in these Conditions.
b. If any application that we make on your behalf to register your Domain Name is terminated due to the content of the Deliverable Materials provided by you,then in addition to any other rights that we may have, we reserve the right to either surrender your Domain Name, retain your Domain Name for our own use or transfer your Domain Name to any third party of our choice.
c. You indemnify us and the Registry against any costs, claims or expenses thatwe incur as a result of any allegation that the registration of your Domain Name or the manner in which your Domain Name is used (either directly or indi-rectly) infringes a legal right of any third party in respect of any costs, claims or expenses incurred by either you us or the Registry in this respect.
d. In no event will we be liable for any indirect or consequential damages in contract or tort, including loss of profit, loss or damage to property or relatingto claims made by any third party. We advise you not to take any step or actbased on your ownership of your Domain Name until you have received confirmation from the relevant registry that you are the registered owner of your Domain Name.
e. We will endeavour to ensure that the Websites are available at all agreed times but you acknowledge that computer and telecommunication systems are not error free and that we will not be liable to you in the event that the Web-sites or any of the Services become unavailable or inaccessible.
f. We do not represent or warrant that the Websites or any of our Services will be error-free, free of viruses or other impairing or harmful components. Wewill endeavour to ensure that errors are not service affecting and we will runcommercially available virus detection and correction software.
g. We give no warranty whatsoever that we will be able to secure your DomainName on your behalf. We are not notified as to whether or not attempts to secure Domain Names have been successful and it is your responsibility toestablish whether it has been so secured.
h. The Websites may contain links to other Websites provided by independent third parties. We make no representations whatsoever concerning the content of those sites and the fact that we provide a link to a particular site is not an endorsement, authorisation, sponsorship or affiliation by us in relation to such sites, its owners or its providers.
8. Intellectual Property Rights.
a. You must not use, copy, adapt, alter or part possession with any information relat-ing to us which we disclose to you under or in relation to the Contract
and which is of a confidential nature. You acknowledge that we may use infor-mation provided by you so that we can perform our obligations under this Contract and so we can collate the information that you provide to produce non-customer specific statistics to assist us in our business planning.
b. Where you supply to us a video promoting your business, products and/or services, all right, title and interest to and all intellectual property rights in the video will at all times remain your property.
c. We both must comply with all applicable data protection laws when dealing with information given to the other party under this Contract. You herebyacknowledge and accept that we may pass your details on to other parties so that they can offer you various products and services.
a. Any indulgence given by us to you in respect of your obligations under the Con-tract is entirely at our discretion and shall not operate as a waiver of any of our rights.
b. Our contact details: Mail to: UK Digital Agency, 152 -160 City Road, London, EC1V 2NX , Call our Customer Services on 02033184874 or email to firstname.lastname@example.org
c. Any part of these Conditions that is unenforceable or illegal will be severed from these Conditions and will not affect the enforceability of the remaining provisions of these Conditions.
d. We will not be liable to return any Deliverable Materials that you give us for the purpose of providing the Services to you.
e. The Contract is governed by the law of England and Wales and each of us agrees to submit disputes in connection with the Contract to the exclusive jurisdiction of the Courts of England and Wales.
f. Complaints. In the event of a question or complaint, please email email@example.com. Our team will endeavour to respond to allcomplaints within 72 hours or three (3) working days. Please title the subject of the email “Complaint”.
g. Publicity. We retain the right to display graphics and other web content elements from your site as examples of our work in our portfolio as well as content features in other projects, and may share with potential customers,customers and in general advertising efforts.