Terms and Conditions
These terms and conditions apply to clients (the Client) who commission Sonassi Ltd (hereby known as Sonassi) to provide services.
1.1 Sonassi agrees to keep the business affairs and information of the Client confidential except where necessary for the execution of their services for the Client, authorised as part of the publication of the Client's website or by legal requirements.
1.2 The Client undertakes to provide Sonassi with all information and assistance reasonably required for the completion of the agreed tasks, including overall business objectives and objectives for the Client's website including costs, timescales and required functionality, plus any relevant legal requirements, pictures, photographs, logos, artwork, product and service information, personnel and business background information.
1.3 Information and images intended for inclusion in a website should normally be provided in digital format by email, existing internet files or CD-Rom. Any additional cost arising where the information has to be created or converted to digital format by Sonassi will be agreed with the Client beforehand. If digital information is supplied in a non-standard format, the client will be responsible for Sonassi's reasonable costs of conversion to a usable format.
1.4 All intellectual property rights in materials provided by the Client for its website remains the Client's property. Subject to this, all intellectual property rights in software, design work or any other materials provided to the Client pursuant to this agreement remain the property of Sonassi.
1.5 Where Sonassi provides services on an ongoing or continuous basis, Sonassi will provide the Client with one month's notice of termination, or of any changes to relevant prices and conditions.
1.6 Notwithstanding Sonassi may terminate the agreement with the Client at any time:
a. Should the Client fail to make a due payment within 30 days of being notified that a due payment has not been made
b. Should the Client go into liquidation or have a receiver/administrative receiver appointed over any of its assets
c. If the Client is in breach of any term of this agreement and the breach is incapable of remedy or, if the breach is remediable, it continues for a period of 15 days after written notice requiring the breach to be remedied has been given to the Client
1.7 In the event of any of the above terminations, Sonassi reserves the right to charge the Client for the time spent on the client's project at up to a rate of £35 per hour plus a project cancellation.
1.8 The client may cancel the project at any time for any reason. In this event, Sonassi reserves the right to charge the Client for the time spent on the client's project at the prevailing hourly rate plus a project cancellation charge of up to 50% of the remaining fees due under the orders then current.
1.9 Payment of Sonassi's services will be within 30 days of invoice unless explicitly agreed otherwise in writing by Sonassi. Sonassi reserves the right to claim statutory interest at 8% above the Bank of England base rate at the date the debt becomes overdue in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
1.10 Sonassi may provide any service by means of third parties at its sole discretion. Where Sonassi contacts third parties for any reason in the normal course of bidding for, arranging, undertaking or fulfilling the Client's work requirements, the Client accepts unconditionally that Sonassi will not be liable for any loss or damage incurred by the Client, whether direct or indirect (including, without limitation, loss of profit) and whether arising in contract, tort or otherwise.
1.11 Sonassi will take every reasonable care to ensure freedom from errors of any work undertaken for the Client. The Client warrants the understanding and acceptance that, as it is not possible to guarantee computer software products are absolutely error free, the Client accepts unconditionally that Sonassi do not warrant that a website or other software (or any part of it) is error free or that use of it will be uninterrupted and that Sonassi will not be liable for any loss or damage incurred by the Client, whether direct or indirect (including, without limitation, loss of profit) and whether arising in contract, tort or otherwise.
1.12 Sonassi will take reasonable care to ensure its assessments and recommendations are soundly based and aimed at completing the agreed tasks to a professional standard. Where the Client undertakes actions following recommendations from Sonassi the Client accepts that responsibility for any subsequent outcomes from this remains with the Client.
1.13 The Client may agree additional work at any stage with Sonassi. This may be subject to additional fees as agreed at the time. The terms and conditions as outlined here will apply to the additional work unless explicitly varied by agreement between the two parties.
1.14 If Sonassi suspends the hosting or other internet services for the purpose of maintenance, improvement or repair or if there is any failure of or fault in the provision of the internet services for any reason not in the immediate, direct control of Sonassi or its agents, Sonassi will not be liable for any loss or damage incurred by the Client, whether direct or indirect (including, without limitation, loss of profit) and whether arising in contract, tort or otherwise.
1.15 Sonassi reserve the right to alter these Terms and Conditions from time to time. By continuing to accept services from Sonassi after being notified by e-mail or otherwise of the altered Terms and Conditions the Client will be deemed to be bound by the altered Terms and Conditions.
1.16 Unless otherwise mutually agreed, any quote provided by Sonassi will be valid for a maximum of 3 months.
Design, creation and maintenance of a website for the Client:
2.1 The Client commissions Sonassi to design and create a website to meet the agreed business needs of the Client and to submit the design and completed website for the Client's approval.
2.2 The website design fee or any outstanding part of it will be due in full on completion of the website or agreed stages. The Client undertakes to pay Sonassi the agreed design fee promptly on approval of the completed website or agreed staged development and on the submission of the associated tax invoice. The Client agrees not to unreasonably withhold approval of the design, stage development or completed website.
2.3 Work requested by the client to their project, if not currently involved in a Maintenance Contract will be charged at our standard rate. This also includes any requests which are not included in the Maintenance Contract.
2.4 Website Payment is broken down into 2 stages. Stage 1, is a 40% deposit of the total sum; it is required after a brief* submitted by the client has been approved by Sonassi. The final payment marks the completion of the project, this payment is taken in accordance with the approval of both the Client and Sonassi (See 1.9).
2.5 The design of the website remains the property of Sonassi. Sonassi may use any aspect of the site design or coding for other clients. The client may adopt aspects of the design in other media including print with the permission of Sonassi which will not be unreasonably withheld.
2.6 The Client understands that Sonassi may use the published website as a reference site for future potential clients of Sonassi and will not unreasonably withhold permission for this.
2.7 The Client is not restricted to engaging Sonassi to undertake site maintenance and amendment. This may be undertaken by the Client or a third party engaged by the Client. Any modifications or changes which result in the damage or destruction of the site are not Sonassi's responsibilty and any repairs requested will be charged at our standard rate.
2.8 The agreed Marketing fee or any outstanding part of it will be due in full immediately on submission or presentation of the findings of the review and of the associated tax invoice.
Hosting, Domain, Email Services and Web Support:
3.1 The Client commissions Sonassi to provide any combination of hosting, domain, email services and web support.
3.2 For your Domain Name Application we will complete all the necessary paperwork on your behalf, to register your chosen web address and configure your website. All domain pointers and DNS modification is included. Price is subject to that provided in the quotation.
3.3 The arrangement can be terminated by either party on one month's notice in writing (including email), provided that they have completed the 12 month minimum contract. Sonassi at its discretion will renew domain, hosting, email and support services automatically with or without prior notice unless agreed otherwise. Sonassi reserves the right not to renew individual services unless agreed explicitly with the Client.
3.4 Sonassi quoted hosting and other service fees apply to the initial or next 12 month period unless otherwise specified. Where it becomes necessary to increase these in subsequent years, Sonassi will normally provide at least one months notice of any proposed increase.
3.5 The Client agrees to take adequate measures to ensure their website or any system operated or provided by Sonassi is not used for transmission of computer viruses, any material that is obscene, defamatory, abusive, indecent, or illegal, nor used in a manner creating a violation or infringement of the rights of any person, firm, company or other entity.
3.6 Sonassi reserves the right to suspend the hosting and / or other services at its absolute discretion for the purpose of maintenance, improvement, repair or prevention of problems including those previously highlighted.
Integration of Website operation/information into the Client's administrative systems:
4.1 The Client commissions Sonassi to review the work required and benefits from integration of agreed aspects of the client website information flow and to recommend a specified programme of integration.
4.2 The Integration fee or any outstanding part of it will be due in full on completion of the integration or agreed stages. The Client undertakes to pay Sonassi the agreed fee promptly on approval of the completed integration or agreed staged development and on the submission of the associated tax invoice. The Client agrees not to unreasonably withhold approval of the work undertaken or of the staged development.
5.1 The Client commissions Sonassi to ensure all maintenance requests are performed at the clients discretion, subject to conditions:
a) Work unrelated to the website cannot be requested. Eg. Print Flyer Artwork Design
b Unused time allocation remaining the end of the contractual period is not eligible for a refund, it is recommended a responsible use of time will be observed.
5.2 A maintenance contract does not need to be purchased at the time of project initialisation, and if requested will be charged pro rata to the yearly amount, or at the specified monthly rate.
5.3 The Client's time allocation is served in minimum 1 minute chunks.
5.4 Packages are subject to a 12 month minimum contract, which are available by two payment methods; monthly and one-off yearly unless explicitly agreed otherwise.
5.5 All of our packages run on an hourly credit scheme (unless stated otherwise), on a monthly payment plan, you are entitled to 1/12 the annual rate each month, if any of this time is unused, it will not roll-over to the next month. If you find you need additional hours, you can either pay at the standard hourly rate, or move up to a higher level package.
5.6 Permissible examples of use are as follows, shopping cart maintenance*, minor site alterations, regular updates, repairs or file uploads. This is not an exhaustive list, however does reflect the scale of the work you are entitled to. This service does not apply to the actual full redesign of a site.
5.7 Any work carried out under Sonassi’s PAYG or Monthly retained services scheme will not benefit from Sonassi’s 90 day code guarantee, as with an understanding of 1.11, any repairs or fixes made will be charged.
*Only applicable to E-Commerce packages