- “Logical Fox” means Colin Scotland T/A Logical Fox Marketing.
- “Client” means any individual, company, partnership, organisation or body requesting the services of Logical Fox.
- “Agreement” means the contract between Logical Fox and the client to which these conditions will apply.
- “Order” means confirmation by the client of their acceptance of the quotation given by Logical Fox.
The client’s approval for work to commence shall be deemed a contractual agreement between the client and Logical Fox. Logical Fox will carry out work only where an agreement is provided either by email, telephone, mail or fax. Logical Fox will carry out work only for clients who are 18 years of age or above. An ‘order’ is deemed to be a written or verbal contract between Logical Fox and the client; this includes telephone and email agreements.
Intellectual Property & Copyright
Logical Fox retains ownership of all intellectual property, including source code and original images created for the client until payment of the final invoice. At this time ownership rights will be transferred to the client. Any scripts, CGI applications, PHP scripts, or software (unless specifically agreed) written by Logical Fox remain the copyright of Logical Fox and may only be commercially reproduced or resold with the permission of Logical Fox.
Client’s Responsibilities with regard to Copyright
In situations where the client provides images, text, animations, layouts or any other content for their website/development they are legally responsible for ensuring that this material does not infringe any copyright. Logical Fox cannot take responsibility for any copyright infringements caused by materials submitted by the client. Logical Fox reserves the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material. Logical Fox will not be liable or become involved in any disputes between the website owner or managers and their clients and cannot be held responsible for any wrongdoing on the part of a website owner or manager. E.g. any disputes relating to content/images that have been provided to Logical Fox for inclusion on the website/development.
Certain images provided by Logical Fox may have been purchased under licence from stock image suppliers. These images are generally only licensed for use on a website. The licence may not permit them to be used in publicity material. The website owner is legally responsible for ensuring that this does not happen. If the client wishes to use any such images from the website for other purposes they are required to contact Logical Fox for clarification. The client agrees to meet all third party costs arising from the purchase of stock photography as well as any administration fees relating to the procurement of images imposed by Logical Fox.
Database, Application and E-Commerce Development
Logical Fox cannot take responsibility for any losses incurred by the use of any software created for the client. Whilst every care is taken to ensure products are problem free and accurate, the ultimate responsibility lies with the client to ensure that all software is functioning correctly before and during use. Any scripts, applications or software (unless specifically agreed) written by Logical Fox remain the copyright of Logical Fox and may only be commercially reproduced or resold with the permission of Logical Fox. Where applications or sites are developed on servers not recommended by Logical Fox, the client is expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed. The client is expected to test fully any application or programming relating to a website developed by Logical Fox before it is made generally available for use. Where “bugs”, errors or other issues are found after the site/development is live, Logical Fox will endeavour (but is not obliged) to correct these issues to meet the standards of function outlined in the brief.
Web & Email Hosting
For sites and domains hosted by Logical Fox, no guarantees can be made as to the availability or interruption of this service. Logical Fox cannot accept liability for losses caused by the unavailability, malfunction or interruption of this service, or for loss of turnover, sales, revenue, profits or indirect, consequential or special loss. Logical Fox reserve the right to refuse to handle in any way, material which may be deemed offensive, illegal or in any way controversial, and also to terminate the hosting service should the necessity arise.
All third party costs arising from the registration of a domain name shall be met by the client. Domain names registered on behalf of the client by Logical Fox are property of the client. For convenience Logical Fox acts as administrator on the client’s behalf. Logical Fox agrees to transfer any domain names to the client immediately upon request and without charge.
Search Engine Optimisation
If Search Engine Optimisation has been agreed as part of the website development contract the client must be aware that Logical Fox is not responsible for ongoing web site promotion. Should the client require the site to be promoted on an ongoing basis a separate contract must be agreed. The order in which websites are ranked in the natural search results is controlled by the search engines. While Logical Fox can optimise the client’s site initially for this by making it search engine friendly, it is impossible to make any guarantees on ranking position.
The client agrees to make available as soon as is reasonably possible to Logical Fox all materials required to complete the project to the agreed standard and within the set timescales. Logical Fox will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.
The price quoted to the client is for the work specifically agreed on the quotation/proposal only. Should the client decide that changes to the scope of the project are required after work on the website has commenced such changes are to be agreed and any additional cost will likewise be agreed prior to the work being started. Unless otherwise agreed any quotation/proposal provided will be valid for 14 days from the date of issue.
Payment of Accounts
A deposit may be required from any new client before any work is carried out. Invoices for any remaining balance are only issued when the client accepts that the project has been completed to their satisfaction. Logical Fox retains ownership of all intellectual property, including source code and original images created for the client until payment of the final invoice.
Any outstanding accounts for work carried out by Logical Fox or its affiliates are required to be paid in full, no later than 7 days from the date of the invoice. Logical Fox reserves the right, at its sole discretion, to deactivate hosting services for clients with unsettled accounts. When this occurs an additional minimum charge of £50 will be required to have the site restored.
Accounts that have not been settled within 7 days of the due date will incur a late payment charge of 10% of the amount outstanding. Any unpaid balance due shall bear interest at the rate of 8% compounded per annum, and costs of collection, including Court costs and reasonable legal fees shall be added as principal amounts to such balance.
Unless otherwise agreed, payment is accepted by direct bank transfer (BACS or CHAPS), cheque or bankers draft in UK Pounds Sterling.
After work on a project commences any fees paid are not refundable.
Should the client wish to cancel at any point during the project they shall remain liable for the work that has taken place and shall be invoiced accordingly. There are no exceptions to this, i.e. if the client decides they no longer want the website, as they have commissioned the work (whether a deposit has been paid or not) they are still obliged to pay for the work that has been carried out up to the point of cancellation.
Websites will be handed over as a fully functioning, completed work. Unless it has been agreed beforehand Logical Fox is not responsible for support. Once completed it is the sole responsibility of the client to manage the website. Support can be provided upon request for an agreed fee. Websites are offered as a single contract and no guarantee of the availability or compatibility (including rendering compatibility with future browsers or future versions of existing browsers) from Logical Fox is offered unless an ongoing support package has been agreed.
Problems caused by malicious software, spyware, viruses and website hacking are a fact of life on today’s Internet. It is highly unlikely that these will affect the client’s website, and Logical Fox will endeavour to protect it from this as much as possible during its creation, but after the website is handed over Logical Fox cannot be held responsible for problems caused by illegal activity or the actions of others.
Compliance with Ecommerce, Accessibility or Other Regulations
Logical Fox develops websites in accordance with the client’s specifications. It is the client’s responsibility to ensure that the website and its content comply with current online trading laws and regulations. Logical Fox cannot accept responsibility for any failure to comply with laws and regulations related to accessibility, selling online or those related to a specific business or trade. Research can be undertaken on the client’s behalf upon request, but in any business where complex compliance issues may exist it is recommended that the client take legal advice.
A link to Logical Fox will appear in either small type or by a small graphic at the bottom of the client’s website. Logical Fox also maintains the right to reproduce the client’s website or design project in our portfolio and in any marketing materials.
Should Logical Fox waive any of these terms on an individual basis, this shall not affect the validity of remaining clauses or commit Logical Fox to waive the same clause on any other occasion.
By agreeing to these terms and conditions your statutory rights are not affected.
Logical Fox reserves the right to change or modify any of these terms or conditions at any time. Should clarification of any of the above be required please contact us.
This Agreement shall be governed by English Law.
Last updated: 5th October 2012
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