The following terms and conditions refer to Studio PartyLine Limited (“S.PL”) and it’s relationship with its clients and potential clients.
Standard Rate: a quote supplied by S.PL for either an hourly, half day or daily rate.
Digital Proof: a PDF, Jpeg or PNG of final designs submitted to the Client that requires electronic mail confirming of approval.
Recommended Hosting Service Provider: The hosting service provider recommended by S.PL is Zen Internet.
Non-Recommended Hosting Service Provider: A hosting service provider chosen by the Client other than service provider recommended by S.PL
1.1 All quotes/estimates are valid for 30 days from the date of submission.
1.2 All quotes/estimates will include specified guidelines detailing the number of charges that can be made by a Client, to a Client approved design. Any further changes will be charged at our standard rate.
1.3 Quotes/estimates are based on the information provided by the Client, including but not limited to detail on quantities, structure, scope and functionality. Any quote/estimate may therefore be subject to change should the client’s requirements change at any time.
1.4 A rates document will be attached to each quote/estimate; this will require electronic conformation prior to the job commencing.
1.5 Unless otherwise stated, photography, fonts, stock images or footage and copywriting will be charged extra, but approved by the Client in advance.
1.6 Any estimates provided by S.PL with respect to the time of completion or performance of its services shall be subject to the client providing all required information/copy/images within the time set out at project initiation.
1.7 Once the client has signed off design for either print or digital, and the production or development commences, any subsequent changes will be charged at our standard rate.
1.8 All charges payable by you for services shall be in accordance with the scale of charges and rates provided by S.PL.
1.9 Any adjustments to estimates/quotes due to client budget constraints will be charged at our standard rate.
2.1 Any images supplied electronically will be incorporated into designs without charge provided that they are of suitable quality. All images need to be supplied as
2.2 Should the Client supply text, artwork or images, S.PL is not obliged to edit, check or guarantee the correctness thereof in any way whatsoever, and the end product shall be made at the entire risk of the Client following either digital or printed proof approval, unless proofing or copyright services have been agreed in advance.
2.3 S.PL shall be indemnified by the Client in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent design or any other proprietary or personal rights contained in any material supplied by the Client. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.
2.4 Origination and/or conceptual work and any copyright subsisting therein shall remain the property of S.PL unless otherwise agreed in writing with the Client.
2.5 The Client’s property and property supplied to S.PL on behalf of the Client, while it is in the possession of S.PL or in transit to or from the Client, will be deemed to be at Client’s risk unless otherwise agreed and the Client should insure accordingly.
2.6 When required to expedite project delivery ahead of the time needed for proper production of a given deadline, S.PL shall not be liable for defects occasioned thereby. Should such delivery require payment of overtime wages, delivery charges or other additional costs, all such extras will be for the Client’s account.
2.7 S.PL shall not be required to use, print, upload or hold any matter, which in its opinion is or may be of an illegal or libellous nature or an infringement of the proprietary or other rights of a third party.
3.1 Payment must be made no more than 30 days after date of invoice unless otherwise agreed in writing in advance.
3.2 S.PL will levy a late payment charge of £25.00 for any payment falling later than 40 days from the date of the invoice.
3.3 All work remains copyrighted to S.PL until settlement of relevant fee account.
3.4 All payments must be in UK Pounds Sterling, unless agreed otherwise in advance.
3.5 All work completed after project inception will be billed as it is completed at the end of every calendar month as Work in Progress (WIP) until the conclusion of the project.
3.6 If S.PL incurs any costs as a result of the Client’s neglect or default; S.PL may charge those costs to the Client in addition to the contract price.
3.7 The Client shall pay for any preliminary work, which is produced at his/her request, whether experimentally or otherwise. A 50% rejection fee is applicable on all designs executed by S.PL should the Client cancel their contract/order.
3.8 When payment is overdue, S.PL may suspend work, service and/or delivery without notice and without prejudice to any other legal remedy until due payment has been made. Furthermore, any work started but incomplete may be suspended and payment therefore becomes immediately due and payable, notwithstanding anything expressed herein, and any monies in respect of.
3.9 S.PL may require payment in advance, or a deposit of at least 50% of the quote/estimate total prior to instigating work on an order, particularly but not limited to the following situations: new clients; large, lengthy or complex projects. Where a deposit is required, the balance shall be due upon completion of the work, unless otherwise agreed in writing in advance.
3.10 If the bank, for any reason, returns your payment as unpaid you will be liable for a charge of £50 for each occurrence.
4.1 You warrant that the name, address and payment information provided when you place your order with S.PL will be correct and you agree to notify S.PL of any changes in the name, address and/or payment details.
4.2 You warrant that you possess the legal right and ability to enter into this Agreement and to use S.PL’s services in accordance with this Agreement.
5.1 Digital proofs, pull samples, specimens, technical specifications, sketches, photographs, links or any representation, whether partial or total, of the finished article in whatever form may be submitted to the Client for approval.
5.2 Printed proofs will be charged dependant upon the printers used, this cost to be agreed in advance.
5.3 After approval the Client shall have no claim against S.PL for errors in the exemplar as approved by them.
5.4 S.PL will not be responsible for imperfect work caused by defects in or unsuitability of material and equipment supplied by the Client. S.PL will not be responsible for Client’s material wasted in course of production. Extra costs incurred through the use of defective materials or equipment supplied is for the Client’s account.
5.5 S.PL may reject any paper or other materials supplied or specified by the Client, which appear to them to be unsuitable. Additional cost incurred if materials are found to be unsuitable during production may be charged except that if the whole or any part of such additional cost could have been avoided but for unreasonable delay by S.PL in ascertaining the unsuitability of the materials then that amount shall not be charged to the Client.
5.6 Quantities of materials supplied by the Client shall be adequate to cover normal spoilage.
6.1 Print production as a specified item on any estimate/quote will be organised and arranged by S.PL and where possible, goods will be delivered directly to the Client.
6.2 Should print production not form part of the specified estimate/quote, the Client is responsible for organising and arranging print production directly with their chosen printers. S.PL will not be liable for any subsequent print production issues arising as a result of the Client working directly with their chosen printers.
7.1 In the case of machine-readable codes or symbols, S.PL shall print the same as specified or approved by the Client in accordance with generally accepted standards and procedures.
7.2 The Client shall be responsible for satisfying themselves that the code or symbol will read correctly on the equipment likely to be used by those for whom the code or symbol is intended.
7.3 The Client shall indemnify S.PL against any claims by any party resulting from the code or symbol not reading or not reading correctly for any reason, except to the extent that such claim arises from any failure of S.PL to comply with any of the above which is not attributable to error falling within the tolerances generally accepted in the trade in relation to printing of this sort.
8.1 S.PL can only program sites to be as secure as reasonably possible at the time of delivery and cannot offer indemnity against future threats/developments.
8.2 Once S.PL has deemed a project to be complete, any amendments will be charged at S.PL’s standard rate.
8.3 S.PL develops websites for compatibility with the current version of Microsoft Internet Explorer: not all previous versions or every browser. If further compatibility is required, S.PL must be advised at the outset.
9.1 S.PL accepts no responsibility for failure to follow CMS & image upload guidelines that are included within the back end of each website. Any site malfunction resulting from failure to follow CMS & image upload guidelines will incur investigation and repair charges at our standard rate. Any subsequent development required to failsafe CMS will be charged at out standard rate.
9.2 The Client shall supply the copy for all web pages in clear and usable electronic form and shall be entirely responsible for all aforementioned content and copy.
9.3 When a final test link is provided, it is the client’s responsibility to read and check all copy, as well as approve the design and images used before approval is given to go live. Any changes thereafter will costed and agreed in advance.
9.4 S.PL cannot provide legal disclaimers and privacy policies; it is the responsibility of the Client to provide their policies and confirm with their own legal advisers that these meet their individual requirements. S.PL accepts no responsibility for their accuracy, relevance or currency.
10.1 S.PL will recommend a hosting service provider. In the event that the Client has an existing hosting service provider that they wish to retain, or has already pre-ordered hosting with a provider not recommended by S.PL, additional charges will apply for set up and navigation should any issues arise. This will be charged at our standard rate.
10.2 Any delay in job completion or hindrance to work due to using a non-recommended hosting service provider that will be charged at our standard rate.
10.3 S.PL accepts no responsibility for a security breach, cyber attack or other external, unforeseen circumstance with the hosting service provider that results in loss of functionality or site failure/damage. Any works undertaken to reinstate the site or secure a breach will be charged at the standard rate but will always be confirmed in advance.
10.4 S.PL accepts no responsibility for any losses caused through a loss of service, however, any significant loss of either business or data should be taken up with the hosting service provider in question.
10.5 S.PL will not be liable for any costs to restore your service once it has been removed, specifically websites with databases that could require reprogramming once they have been removed from their original server. In most cases a backup will have been made, however, will not be from within a guaranteed time period.
11.1 You warrant that you are authorised to promote and/or provide any information, which you promote and/or provide on your web pages (for example if you are providing financial information, that you hold any necessary authorisation under all relevant legislation including the Financial Services Acts).
11.2 If you advertise or offer to sell goods or services via your web pages, you undertake to provide goods in conformity with any description and warranties made. You agree to comply with all relevant legislation including Advertising and Broadcast regulations, Consumer Credit Acts and Trades Descriptions Acts. If you are advertising goods in the course of a trade or business this must clearly be so stated.
12.1 The ownership of the web design shall remain with S.PL. Once payment has been received in full, ownership of the web design shall pass to the Client.
13.1 S.PL shall be indemnified by the Client in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent design or any other proprietary or personal rights contained in any material supplied by the Client. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.
13.2 You shall indemnify us and keep us indemnified and hold us harmless from all liabilities, actions, claims, proceedings, losses, expenses (including reasonable legal costs and expenses), costs and damages, howsoever suffered or incurred by us in consequences of your breach or non-observance of this Agreement, or arising out of claims based upon or relating to our work for you or any claim brought against us by a third party resulting from the provision of any Services to you and your use of them.
13.3 S.PL will notify you promptly of any claim for which S.PL seeks specific indemnification at the currently supplied address. S.PL will afford you the opportunity to participate in the defence of such claim, provided that your participation will not be conducted in a manner prejudicial to S.PL‘s interests, as reasonably determined by S.PL and/or its legal representatives.
14.1 In any event, no claim against S.PL shall be brought unless you have notified S.PL of the claim within one year of the issue arising.
14.2 S.PL warrants that its services will be provided using reasonable care and skill. Where S.PL supplies any goods supplied by a third party, S.PL does not give any warranty, guarantee or other term as to their quality, fitness for purpose or otherwise, but shall, where possible, assign the benefit of any warranty, guarantee or indemnity given by the supplier of the goods to S.PL.
15.1 If the Client ceases to pay his debts in the ordinary course of business or cannot pay his debts as they become due or is deemed to be unable to pay its debts or have a winding-up petition issued against it or being a person who commits an act of bankruptcy or has a bankruptcy petition issued against him, S.PL without prejudice to other remedies shall:
15.2 Have the right not to proceed further with the contract or any other work for the Client and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the Client. Such a charge will be an immediate debt due to him.
16.1 S.PL shall be under no liability if it shall be unable to carry out any provision of the contract for any reason beyond its control including (without limiting the foregoing) Act of God, terrorism, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract.
17.1 These conditions and all other express terms of the contract shall be governed and constructed in accordance with the laws of England and you hereby submit to the non-exclusive jurisdiction of the English courts.
17.2 S.PL shall not be liable or deemed to be in breach of contract by reason of any delay in performing, or failure to perform, any of its obligations if the delay or failure was due to any cause beyond its reasonable control.
17.3 All quotes/estimates, briefs, and other Client/ S.PL documents are commercially confidential and may not be disclosed to third parties without prior written agreement.
17.4 These terms and conditions, together with any documents expressly referred to in them, contain the entire Agreement between S.PL and the Client relating to the subject matter covered and supersede any previous agreements, arrangements, undertakings, proposals or contemporaneous communications, written or oral: between S.PL and the Client in relation to such matters. No oral explanation or oral information given by any party shall alter the interpretation of these terms and conditions. In agreeing to these terms and conditions, you confirm that you have not relied on any representation other than those expressly stated in these terms and conditions and you agree that you shall have no remedy in respect of any misrepresentation, which has not been expressly made in this Agreement.
17.5 Headings, numbering and summaries are included in this Agreement for convenience only and shall not affect the construction or interpretation of this Agreement.
17.6 You acknowledge that no joint venture, partnership, employment, or agency relationship exists between you and S.PL as a result of your use of these services. You agree not to hold yourself out as a representative, agent or employee of S.PL. You agree that S.PL will not be liable by reason of any representation, act or omission to act by you.
17.7 S.PL reserves the right to revise, alter, modify or amend these terms and conditions, in any manner without prior notification. Notice of any revision, amendment, or modification will be communicated via email, with a request a request acknowledgment.
17.8 If any of the provisions of this Agreement are judged to be illegal or unenforceable, the remainder shall continue in full force and the effect of the remainder of them will be not be deemed to be prejudiced.
17.9 This Agreement takes effect on the date on which you order our services. Acceptance of these terms is an absolute condition of the Client requesting work. An order constitutes acceptance of all our Terms and Conditions.
17.10 You shall not assign this Agreement or any benefits or interests arising under this Agreement without S.PL’s prior written permission.