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TERMS
& CONDITIONS

Definitions

 

The following terms and conditions apply to all services provided by Codeless Creations to the Client.

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The Client: The company or individual requesting the services of Codeless Creations.
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Codeless Creations: Primary designer & developer
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The Project: Web design, software development, other computer-related services, photography or videography services being provided to the Client by Codeless Creations.
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Project Completion: Completion of components outline in project breakdown
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Launch: Upload to the server or release of materials to the client
Acceptance

It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote, then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.

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Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

Agreement

Codeless Creations will carry out work only where an agreement is provided either by email, telephone, mail or fax. An 'order' is deemed to be a written or verbal contract between Codeless Creations and the Client, this includes telephone and email agreements.

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Please ensure that you read the project design, breakdown, quote and terms & conditions properly and that all details of the work are included, understood and mutually agreed on.

Timeframes

Unless otherwise agreed upon with the Client, the timescale for completion of work may vary and can take from 2 weeks to 6 months after approval of design and plan, depending on the scale and nature of the work. Timeframes for the Project will be discussed with the Client, before the project commences. Codeless Creations will do their best to complete the project as soon as reasonably possible.

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For a high standard of quality to be produced, please allow sufficient time for the Project to be completed.

Content

During the project, Codeless Creations will require the Client to provide website and / or social media content; text, images, movies and sound files. Codeless Creations is a small business, to remain efficient we 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 the Client's work is completed at the time arranged. 

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This is why we ask that the Client provides all the required information in advance. On any occasion where progress cannot be made with your Project because we have not been given the required information in the agreed time frame, and we are delayed as a 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.

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If you agree to provide us with the required information and subsequently fail to do so within ten days of Project commencement, we reserve the right to close the Project. If the Client still requires the services of Codeless Creations upon the Project being closed, the Project will be requoted and Timeframe amended.

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Please 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. Contact us if you need clarification on this.

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If the Client is happy to do so, they will be able to keep the content of the website up to date themselves using Wix's content management system. Alternatively, this can be performed by Codeless Creations for an additional charge.

Standard Media Delivery

Unless otherwise specified in the Project quotation, this Agreement assumes that any text will be provided by the Client in electronic format and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by Codeless Creations to return to the Client any images or printed material provided for use in creation of the Client's website or social media content, such return cannot be guaranteed.

Web Design

Whilst every endeavour will be made to ensure that the website and any scripts or programs are free of errors, Codeless Creations cannot accept responsibility for any losses incurred due to malfunction, the website or any part of it.

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The website, graphics and any programming code remain the property of Codeless Creations until all outstanding accounts are paid in full, unless provided by the Client previously.

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Any scripts, cgi applications, php scripts, or software (unless specifically agreed) written by Codeless Creations remain the copyright of Codeless Creations and may only be commercially reproduced or resold with the permission of Codeless Creations.

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Codeless Creations cannot take responsibility for any copyright infringements caused by materials submitted by the Client. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.

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Any additions to the brief will be carried out at the discretion of Codeless Creations and where no charge is made by Codeless Creations for such additions, Codeless Creations accept no responsibility to ensure such additions are error free and reserve the right to charge an according amount for any correction to these or further additions.

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The Client agrees to make available as soon as is reasonably possible to Codeless Creations all materials required to complete the site to the agreed standard and within the set deadline.

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Codeless Creations will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.

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Codeless Creations will not be liable or become involved in any disputes between the site owner and their clients and cannot be held responsible for any wrongdoing on the part of the site owner.

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Codeless Creations will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the client or any of the clients appointed agents.

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Codeless Creations will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by its agents.

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Once a website has been designed and completed, payment is then due in full in accordance with our payment terms. There are no exceptions to this, i.e. if the Client decides they no longer require the Project, as they have commissioned the work and, taking into account the time invested by Codeless Creations working to the brief, the Client is still obliged to pay for the work that has been done. A 50% charge will apply if the Project is closed by the Client within ten days of the Project start date. If the Project is closed after such time, payment will be required in full. Non-payment will result in legal action being taken if necessary.

Database, Application & E-Commerce Development

​Codeless Creations cannot take responsibility for any losses incurred by the use of any software created for the Client. Whilst every care has been taken to ensure products are problem free and accurate, the ultimate responsibility lies with the client in ensuring that all software is functioning correctly before use.

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Where applications or sites are developed on software not recommended by Codeless Creations, 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. Where large applications are to be developed, it is the Client's responsibility to provide a suitable testing environment which is identical to the final production environment.

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The Client is expected to test fully any application or programming relating to a site developed by Codeless Creations before being made generally available for use. Where "bugs", errors or other issues are found after the site is live, Codeless Creations will endeavour (but is not obliged to) to correct these issues to meet the standards of function outlined in the brief.

Charges

Charges for services to be provided by Codeless Creations are defined in the Project quotation that the Client receives via e-mail. Quotations are valid for a period of thirty (30) days. Codeless Creations reserves the right to alter or decline to provide a quotation after expiry of the thirty (30) days. Prices quoted are only an estimate, and may be subject to change during the process of design and build. This can be caused by the Client choosing to amend any aspect of their requirements or any third party costs which occur beyond the control of Codeless Creations.​

Payment of Accounts

Unless otherwise agreed with the Client, for Projects under £1000, full payment is required before work begins on the Project.

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For all Projects over £1000, payment is required in three (3) stages:

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  • An advance payment of a minimum of fifty (50) percent of the Project quotation total is required when the initial quote is agreed upon and before the Project commences. Payment for third-party software and services, such as web hosting and domain names, may also be required in full at this stage.

  • A further twenty-five (25) percent is required after the client reviews the initial Project build on a test server or other suitable environment, and before any amendments are made.

  • The remaining twenty-five (25) percent of the Project quotation total is required upon completion of the work, prior to upload to the server, release of materials or 'launch' of the website. The Project is deemed completed once all the components in the Project breakdown are completed.

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Any additions or amendments outside of the Project breakdown, which are required by the Client, will not extend the deadline of the payment of the remaining balance.

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Any delays to the estimated Project timeframe which are caused by the Client, will not extend the deadline of the payment.

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Payment for services is due via bank transfer. Bank details will be made available on invoices.

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Invoices will be provided by Codeless Creations upon completion but before publishing the live Project. Invoices are normally sent via e-mail, however the client may choose to receive hard copy invoices. Invoices are due upon receipt.

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It is the Codeless Creations Policy that any outstanding accounts for work carried out by Codeless Creations are required to be paid in full before the Project Launch, and no later than five (5) days from the date of the invoice unless by prior arrangement with Codeless Creations.​

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Codeless Creations will contact the Client via email and telephone to remind them of such payments if they are not received when due.

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If accounts are not settled or Codeless Creations have not been contacted regarding the delay, access to the related Project will be denied, work carried out removed, and web pages removed.  Codeless Creations will then pass such cases to the court to pursue payment; non-payment can result in court judgements being added to the Client's credit rating.

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Following consistent non-payment of an invoice, our Solicitors will contact the Client, with a view to taking the matter further and if necessary, to seek payment through legal procedures including but not exclusive to court summons.

Default

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 Codeless Creations web space, Codeless Creations will, at their discretion, remove all such material from their web space. Codeless Creations 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 their obligation to pay any outstanding charges assessed to the Client's account. In the event that the Client's account is in default, the Client agrees to pay Codeless Creations reasonable expenses, including but not limited to legal fees and costs for collection by third-party agencies, incurred by Codeless Creations in enforcing these Terms and Conditions. 

Client Review

Codeless Creations will provide the client with an opportunity to review the appearance and content of the Project during the design phase, and again when work on the Project is completed but before upload to a server or release of the materials to the Client. The Client must inform Codeless Creations of any amendments required within seven (7) days of Project development completion. At the completion of the Project, such materials will be deemed to be accepted and approved.

Additional Work & Expenses

If the Client requires design mock-ups of their Project before the Project commences, this service can be provided for an additional cost.

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The Client must confirm immediately if any changes need to be made to the Project breakdown and quotation. Any changes made after approval of the quotation, including designs and any other material, will incur additional charges.

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Any additional work required by the Client on a previously completed Project, will be considered as a separate Project and will therefore incur charges of its own.

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The Client agrees to reimburse Codeless Creations for any additional expenses necessary for the completion of the work, including but not limited to the purchase of special fonts, stock photography, plugins etc.

Web Browsers

Codeless Creations makes every effort to ensure that websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current web browsers, for example Mozilla Firefox, Microsoft Edge and Google Chrome, but the Client accepts that Codeless Creations cannot guarantee functionality with all browser software across different operating systems.

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Codeless Creations cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the Project has been designed and handed over to the Client. As such, Codeless Creations reserves the right to charge for any work involved in making changes to the Project that optimise functionality for use with updated browser software.

Passing of Rights

Once all amounts due from the Client are paid and cleared, the Client will be assigned the rights to use, as applicable, the products and services provided in accordance with these Terms and Conditions, the Project Agreement, and any other applicable agreement, terms or licence.  No rights of ownership will be conveyed unless specifically stated in the Project Contract.

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No such rights as described above will pass until all amounts due to Codeless Creations from the Client are paid.  In the event that the Client has not paid an invoice in full within sixty (60) days from the date of invoice, the Client agrees that they will forfeit all rights.

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The rights to photographs, graphics and any third party items, including but not exclusive to source code, will remain the property of their respective owners.

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Unless the Client has specific written agreement in the Project Contract, all products, including Content Management Systems, interfaces, navigational devices, menus, menu structures or arrangements, icons, help, all operational instructions, scripts, cgi applications, software, programming/source code, and all other components of any source or object computer code that comprises the Website, all literal and non-literal expressions of ideas that operate, cause, create, direct, manipulate, access, or otherwise affect the Content and design elements used or developed and all software, and our products and results of our services remain the property of Codeless Creations, and Codeless Creations retains full ownership and all intellectual property rights. The Client specifically agrees not to do anything that may in any way infringe upon or undermine Codeless Creations rights, title, or interest in the Project or other products or services provided by Codeless Creations. This includes, but is not limited to, any sale, transfer or gift of the whole or of any part of any item, data or anything whatsoever owned by Codeless Creations. The Client fully understands that Codeless Creations may reproduce, reuse, develop and use in any other way, anything within their ownership. 

Design Credit

A link to Codeless Creations will appear in either small type or by a small graphic at the bottom of websites or products provided by Codeless Creations, including but not exclusive to the Client's website. If a graphic is used, it will be designed to fit in with the overall design of the Client site. If the Client requests that the design credit be removed, a nominal fee will be applied. The Client also agrees that products developed for the Client may be presented in the Codeless Creations portfolio and other marketing material.

Access Requirements

The Client's website will be designed using HTML 5 and built using Wix's technology and platform. In order for the site to operate as intended, the site will need to be hosted and operated on Wix's servers. It is not recommended that the Client host the site on a third party server. As such, Codeless Creations will not assist with site migration away from Wix's dedicated servers or be held liable for any loss of data, functionality or damages during or after said migration process if the Client is insistent on moving the site from Wix servers.

Post-Placement Alterations

Codeless Creations cannot accept responsibility for any alterations caused by a third party occurring to the Client's Project once published. Such alterations include, but are not limited to additions, modifications or deletions.

Domain Names, Website Hosting & Other Subscription Services

Codeless Creations may purchase domain names, website hosting, or other subscription services on behalf of the client. Payment and renewal of those domain names, website hosting, and other subscription services is the responsibility of the Client. The loss, cancellation or otherwise of the domain name, website hosting or other subscription services, brought about by non or late payment by the Client, is not the responsibility of Codeless Creations. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.

Abuse

Codeless Creations may limit or deny the Client access to support or services if they determine, in their reasonable discretion, that the Client is acting or has acted in a way that results, or has resulted in misuse of support or services, or abuse of Codeless Creations employees.

Termination

Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for project work completed to the date of the first notice of cancellation, for payment in full within thirty (30) days.

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If the Client has paid in advance, no refund will be issued for work which has already been completed to the date of the first notice of cancellation or termination.

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Termination of services by the Client may also incur additional charges, for example, but not limited to, the cost of transferring responsibility or ownership of subscriptions, domain names or other services away from Codeless Creations to another provider.

General

These Terms and Conditions supersede all previous representations, understandings or agreements. The Client's use of services provided by Codeless Creations constitutes agreement to and acceptance of these Terms and Conditions.

Governing Law

This Agreement shall be governed by English Law.

Liability

Codeless Creations hereby excludes itself, its Employees and/or Agents from all and any liability from:

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  • 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 Project

  • Loss or damage to the Client's artwork/photos supplied for the Project, immaterial whether the loss or damage results from negligence or otherwise

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The entire liability of Codeless Creations 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.

Severability

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 provision.

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