Statement last updated 17/05/2018
Please read this information carefully
By using this website you acknowledge and accept these terms. If you don’t accept these terms, please don’t use this website. On each occasion that you access this Website, you’ll be deemed to have accepted these terms.
Welland Creative takes your privacy and security seriously.
We comply with the General Data Protection Regulations (GDPR) that come into force from 25th May 2018.
We do not sell your Personal Data to third parties.
We only collect and store data that is necessary for the provision of our Business Services, to communicate with and for Invoicing and Accounting purposes.
We may revise these terms at any time without notice by updating this website. You should check this website from time to time to review the current terms. Your use of this website following any such changes will be viewed as your acceptance of the revised terms.
1.1 We are committed to safeguarding the privacy of our website visitors and customers.
1.2 This policy applies where we are acting as a data controller with respect to the personal data of our website visitors and customers; in other words, where we determine the purposes and means of the processing of that personal data.
1.4 In this policy, “we”, “us” and “our” refer to Welland marketing Ltd trading as Welland Creative, for more information about us see Section 12.
(2. Section currently not in use)
3. How we use your Personal Data
3.1 In this Section 3 we have set out:
(a) the general categories of personal data that we may process;
(b) in the case of personal data that we did not obtain directly from you, the source and specific categories of that data;
(c) the purposes for which we may process personal data; and
(d) the legal bases of the processing.
3.2 We may process data about your use of our website and services (“usage data”). The usage data may include your IP address, geographical location, browser type and version, operating system, referral source, length of visit, page views and website navigation paths, as well as information about the timing, frequency and pattern of your service use. The source of the usage data is Google Analytics. This usage data may be processed for the purposes of analysing the use of the website and services. The legal basis for this processing is our legitimate interests, namely monitoring and improving our website and services.
3.3 We may process data. The data may include your name and email address. The source of the account data is you or your employer. The account data may be processed for the purposes of operating our website, providing our services, ensuring the security of our website and services, maintaining back-ups of our databases and communicating with you. The legal basis for this processing is our legitimate interests, namely the proper administration of our website and business and/or the performance of a contract between you and us and/or taking steps, at your request, to enter into such a contract.
3.4 We may process your personal data that are provided in the course of the use of our services (“service data”). The service data may include your name, email addresses, phone numbers and business address. The source of the service data is you or your employer. The service data may be processed for the purposes of operating our website, providing our services, ensuring the security of our website and services, maintaining back-ups of our databases and communicating with you about the services we provide you or your contract with us. The legal basis for this processing is our legitimate interests, namely the proper administration of our website and business and/or the performance of a contract between you and us and/or taking steps, at your request, to enter into such a contract.
3.5 We may process information contained in any enquiry you submit to us regarding goods and/or services (“enquiry data”). The enquiry data may be processed to allow us to respond to your enquiry. The legal basis for this processing is our legitimate business interests.
3.6 We may process information that you provide to us for the purpose of subscribing to our email notifications and/or newsletters (“notification data”). The notification data may be processed for the purposes of sending you the relevant notifications and/or newsletters. The legal basis for this processing is consent.
3.7 We may process information contained in or relating to any communication that you send to us (“correspondence data”). The correspondence data may include the communication content and metadata associated with the communication. Our website will generate the metadata associated with communications made using the website contact forms. The correspondence data may be processed for the purposes of communicating with you and record-keeping. The legal basis for this processing is our legitimate interests, namely the proper administration of our website and business and communications with users.
3.8 We may process any of your personal data identified in this policy where necessary for the establishment, exercise or defence of legal claims, whether in court proceedings or in an administrative or out-of-court procedure. The legal basis for this processing is our legitimate interests, namely the protection and assertion of our legal rights, your legal rights and the legal rights of others.
3.9 We may process any of your personal data identified in this policy where necessary for the purposes of obtaining or maintaining insurance coverage, managing risks, or obtaining professional advice. The legal basis for this processing is our legitimate interests, namely the proper protection of our business against risks.
3.10 In addition to the specific purposes for which we may process your personal data set out in this Section 3, we may also process any of your personal data where such processing is necessary for compliance with a legal obligation to which we are subject, or in order to protect your vital interests or the vital interests of another natural person.
3.11 Please do not supply any other person’s personal data to us, unless we prompt you to do so.
4. Providing your Personal Data to others
4.1 We may disclose your personal data to any member of our group of companies (this means our subsidiaries, our ultimate holding company and all its subsidiaries) insofar as reasonably necessary for the purposes, and on the legal bases, set out in this policy.
4.2 Financial transactions relating to our website and services may be handled by our payment services providers. We will share transaction data with our payment services providers only to the extent necessary for the purposes of processing your payments, refunding such payments and dealing with complaints and queries relating to such payments and refunds.
4.3 In addition to the specific disclosures of personal data set out in this Section 4, we may disclose your personal data where such disclosure is necessary for compliance with a legal obligation to which we are subject, or in order to protect your vital interests or the vital interests of another natural person. We may also disclose your personal data where such disclosure is necessary for the establishment, exercise or defence of legal claims, whether in court proceedings or in an administrative or out-of-court procedure.
5. Retaining and Deleting Personal Data
5.1 This Section 6 sets out our data retention policies and procedure, which are designed to help ensure that we comply with our legal obligations in relation to the retention and deletion of personal data.
5.2 Personal data that we process for any purpose or purposes shall not be kept for longer than is necessary for that purpose or those purposes.
5.3 In some cases it is not possible for us to specify in advance the periods for which your personal data will be retained. In such cases, we will determine the period of retention based on the following criteria:
(a) the period of retention will be determined based on any purpose or purposes shall not be kept for longer than is necessary for that purpose or those purposes.
5.4 Notwithstanding the other provisions of this Section 6, we may retain your personal data where such retention is necessary for compliance with a legal obligation to which we are subject, or in order to protect your vital interests or the vital interests of another natural person.
6.1 We may update this policy from time to time by publishing a new version on our website.
6.2 You should check this page occasionally to ensure you are happy with any changes to this policy.
7. Your Rights
7.1 In this Section 8, we have summarised the rights that you have under data protection law. Some of the rights are complex, and not all of the details have been included in our summaries. Accordingly, you should read the relevant laws and guidance from the regulatory authorities for a full explanation of these rights.
7.2 Your principal rights under data protection law are:
(a) the right to access;
(b) the right to rectification;
(c) the right to erasure;
(d) the right to restrict processing;
(e) the right to object to processing;
(f) the right to data portability;
(g) the right to complain to a supervisory authority; and
(h) the right to withdraw consent.
7.3 You have the right to confirmation as to whether or not we process your personal data and, where we do, access to the personal data, together with certain additional information. That additional information includes details of the purposes of the processing, the categories of personal data concerned and the recipients of the personal data. Providing the rights and freedoms of others are not affected, we will supply to you a copy of your personal data. The first copy will be provided free of charge, but additional copies may be subject to a reasonable fee.
7.4 You have the right to have any inaccurate personal data about you rectified and, taking into account the purposes of the processing, to have any incomplete personal data about you completed.
7.5 In some circumstances you have the right to the erasure of your personal data without undue delay. Those circumstances include: the personal data are no longer necessary in relation to the purposes for which they were collected or otherwise processed; you withdraw consent to consent-based processing; you object to the processing under certain rules of applicable data protection law; the processing is for direct marketing purposes; and the personal data have been unlawfully processed. However, there are exclusions of the right to erasure. The general exclusions include where processing is necessary: for exercising the right of freedom of expression and information; for compliance with a legal obligation; or for the establishment, exercise or defence of legal claims.
7.6 In some circumstances you have the right to restrict the processing of your personal data. Those circumstances are: you contest the accuracy of the personal data; processing is unlawful but you oppose erasure; we no longer need the personal data for the purposes of our processing, but you require personal data for the establishment, exercise or defence of legal claims; and you have objected to processing, pending the verification of that objection. Where processing has been restricted on this basis, we may continue to store your personal data. However, we will only otherwise process it: with your consent; for the establishment, exercise or defence of legal claims; for the protection of the rights of another natural or legal person; or for reasons of important public interest.
7.7 You have the right to object to our processing of your personal data on grounds relating to your particular situation, but only to the extent that the legal basis for the processing is that the processing is necessary for: the performance of a task carried out in the public interest or in the exercise of any official authority vested in us; or the purposes of the legitimate interests pursued by us or by a third party. If you make such an objection, we will cease to process the personal information unless we can demonstrate compelling legitimate grounds for the processing which override your interests, rights and freedoms, or the processing is for the establishment, exercise or defence of legal claims.
7.8 You have the right to object to our processing of your personal data for direct marketing purposes (including profiling for direct marketing purposes). If you make such an objection, we will cease to process your personal data for this purpose.
7.9 You have the right to object to our processing of your personal data for scientific or historical research purposes or statistical purposes on grounds relating to your particular situation, unless the processing is necessary for the performance of a task carried out for reasons of public interest.
7.10 To the extent that the legal basis for our processing of your personal data is:
(a) consent; or
(b) that the processing is necessary for the performance of a contract to which you are party or in order to take steps at your request prior to entering into a contract,
and such processing is carried out by automated means, you have the right to receive your personal data from us in a structured, commonly used and machine-readable format. However, this right does not apply where it would adversely affect the rights and freedoms of others.
7.11 If you consider that our processing of your personal information infringes data protection laws, you have a legal right to lodge a complaint with a supervisory authority responsible for data protection. You may do so in the EU member state of your habitual residence, your place of work or the place of the alleged infringement.
7.12 To the extent that the legal basis for our processing of your personal information is consent, you have the right to withdraw that consent at any time. Withdrawal will not affect the lawfulness of processing before the withdrawal.
7.13 You may exercise any of your rights in relation to your personal data by written notice to us OR in addition to the other methods specified in this Section 7.
8. About Cookies
8.1 A cookie is a file containing an identifier (a string of letters and numbers) that is sent by a web server to a web browser and is stored by the browser. The identifier is then sent back to the server each time the browser requests a page from the server.
8.2 Cookies may be either “persistent” cookies or “session” cookies: a persistent cookie will be stored by a web browser and will remain valid until its set expiry date, unless deleted by the user before the expiry date; a session cookie, on the other hand, will expire at the end of the user session, when the web browser is closed.
8.3 Cookies do not typically contain any information that personally identifies a user, but personal information that we store about you may be linked to the information stored in and obtained from cookies.
9. Cookies that we use
10. Cookies used by our Service Providers
11. Managing Cookies
11.1 Most browsers allow you to refuse to accept cookies and to delete cookies. The methods for doing so vary from browser to browser, and from version to version. You can however obtain up-to-date information about blocking and deleting cookies via these links:
(a) https://support.google.com/chrome/answer/95647?hl=en (Chrome);
(b) https://support.mozilla.org/en-US/kb/enable-and-disable-cookies-website-preferences (Firefox);
(c) http://www.opera.com/help/tutorials/security/cookies/ (Opera);
(d) https://support.microsoft.com/en-gb/help/17442/windows-internet-explorer-delete-manage-cookies (Internet Explorer);
(e) https://support.apple.com/kb/PH21411 (Safari); and
(f) https://privacy.microsoft.com/en-us/windows-10-microsoft-edge-and-privacy (Edge).
11.2 Blocking all cookies will have a negative impact upon the usability of many websites.
11.3 If you block cookies, you will not be able to use all the features on our website.
12. Our Details
12.1 The website wellandcreative.com is owned and operated by Welland Marketing Ltd, trading as Welland Creative.
12.2 We are registered in England and Wales under registration number 8129408, and our registered office is at Greenhill House First Floor, East Wing, Thorpe Road, Peterborough, Cambridgeshire, PE3 6RU.
12.3 Our principal place of business is at Greenhill House First Floor, East Wing, Thorpe Road, Peterborough, Cambridgeshire, PE3 6RU.
12.4 You can contact us:
(a) by post, to the postal address given above
(b) using our website contact form
(c) by telephone, on 01733 309666 or
(d) by email, using the email address published on our website from time to time.
General Terms & Conditions of Business
Welland Creative supplies a wide range of Services. Some of the terms and conditions herein vary according to the Service specified in the Proposal and should be read in conjunction with any proposal or quote.
1.1. In these Terms and Conditions the following definitions apply:
“Welland Creative” means Welland Marketing Limited T/A Welland Creative of East Wing, Greenhill House, Thorpe Road, Peterborough, PE3 6RU or any of its subsidiaries or Partners providing Welland Creative related products and services;
“Partner” means an authorised partner of Welland Creative who provides solutions that include Welland Creative solutions, bound by a Partner agreement;
“Customer” means the individual or company to whom the invoice is addressed;
“Proposal” means the order form completed and signed by the Customer; this Proposal may refer to supporting documentation providing detail and scope for the project;
“Purchase Price” means the price for the Service as detailed in the Proposal;
“Service” means the goods or services specified in the Proposal;
“Software” means the software that is used to provide the Service;
“Welland Creative CMS” means the website “Content Management System” owned by Welland Creative;
“Subscription” means the charge specified in the Proposal for the ongoing provision of the software and support;
“Web Hosting” means the provision of a web service that responds to a browser’s request for web content with the content requested. It also includes the provision of any file hosting service accessible through FTP. It does not include other services such as domain management, email hosting and Internet connectivity to/from the Customer’s premises;
“First Line Support” means initial analysis and fault logging;
“Support Time” means (for WordPress website Services) the time spent assisting the Customer with issues related to the Software outside the scope of the Proposal, or following project sign-off. It includes administration time related to the issue, including but not limited to the time taken to log details of telephone calls;
“Confidential Information” for each party the terms of this Agreement and all information and/or data belonging to or relating to that party, its associates, its or their businesses, activities, affairs, products, services, suppliers, customers or prospective customers disclosed (whether in writing, verbally or by any other means and whether directly or indirectly) by that party, its representatives or advisers, to the other party, its representatives or advisers whether before, on or after the date of this Agreement;
“Deliverable” means a set of goods or services that may be delivered at one time, for example: a design draft, a collection of printed items, a marketing plan document, a consultation meeting, a website project
or other electronic content;
“Event” means a Service delivered on a particular date, for example: a training course, a hospitality event, a speaker delivering a presentation, or a series of presentations;
“Business Day” means any day which is not a Saturday, Sunday or a bank or public holiday in England;
1.2. In these Terms & Conditions (except where the context otherwise requires):
1.2.1. the clause headings are included for convenience only and shall not affect the interpretation of these Terms & Conditions;
1.2.2. use of the singular includes the plural and vice versa;
1.2.3. use of any gender includes the other genders;
1.2.4. any reference to “persons” includes natural persons, firms, partnerships, companies, corporations, associations, organisations, governments, states, foundations, and trusts (in each whether or not having separate legal personality);
1.2.5. any reference to a statute, statutory provision or subordinate legislation (“legislation”) shall (except where the context otherwise requires) be construed as referring to:
a) such legislation as amended and in force from time to time and to any legislation which (either with or without modification) re-enacts, consolidates or enacts in rewritten form any such legislation; and
b) any former legislation which re-enacts, consolidates or enacts in rewritten form.
1.2.6. any phrase introduced by the terms “including”, “include”, “in particular”, “such as” or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
2. FORCE MAJEURE
Welland Creative shall not be liable for any delay or failure in performance of its obligations under this agreement which is due to or results from any circumstances beyond its reasonable control. In any such event Welland Creative shall be entitled to delay or cancel delivery of the Service.
This agreement shall be governed and construed in all respects in accordance with the Law of England and shall be subject to the exclusive jurisdiction of an English Court of Law.
4.1. If any term or provision of this Agreement shall be found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or in conflict with the law, the validity or enforceability of the remainder of this agreement shall not be affected thereby.
4.2. If any provision of this Agreement is found to be invalid or unenforceable but would be valid or enforceable if some part of the provision were deleted, the provision in question shall apply with such modification(s) as may be necessary to make it valid and enforceable.
No failure or delay by either party in exercising, wholly or partially, any of its rights with regard to any breach or default of this agreement by the other party shall constitute a waiver of such rights and no waiver of any such breach or default shall be deemed to constitute a waiver of any other rights or any subsequent or continuing breach of default.
The Customer may not sub-licence, assign, transfer or otherwise dispose of its rights under this Agreement or any part of it without the written consent of Welland Creative.
7.1. Any notice or other communication pursuant to this Agreement must be in writing and signed by or on behalf of the party giving it and may be served by pre-paid first class post to the address of the relevant party as set out in this Agreement, by fax or subject to the provisions of clause 7.2 by email. All such notices or demands shall be deemed to have been received:
7.1.1. in the case of pre-paid first class post two Business Days after posting; and
7.1.2. in the case of fax, at the time of transmission, provided that if receipt occurs before 9am on a Business Day the notice shall be deemed to have been received at 9am on that day, and if receipt occurs after 5pm on a Business Day, or on a day which is not a Business Day, the notice or demand shall be deemed to have been received at 9am on the next Business Day.
7.2. A communication sent by email shall not be effective unless the addressee acknowledges receipt of such communication, such acknowledgement to take the form of a reply email to include the communication being acknowledged.
8. THE PROPOSAL
8.1. Welland Creative shall provide a Proposal to the Customer for each project. The Proposal forms part of this agreement.
8.2. The Customer assumes sole responsibility for ensuring that the Service described in the Proposal meets its requirements before accepting the Proposal.
8.3. The Customer shall accept the Proposal by letter, fax or email as described in clause 7. Upon receipt of this order acknowledgement, a contract shall be created between Welland Creative and the Customer for the supply of the Service.
8.4. By purchasing the Service, the Customer acknowledges that they have read these Terms and Conditions, understands them and agrees to be bound by them.
8.5. Where the Service includes Web Hosting, the Customer acknowledges that they have read the Acceptable Use Policy (AUP), understands it and agrees to be bound by it.
9.1. The contract may not be cancelled following order acceptance unless a trial or rejection period has been agreed in advance. At the sole discretion of Welland Creative, a contract may be cancelled either wholly or in part subject to timing, and only once agreement in writing has been notified to the Customer according to clause 7.
9.2. For retained work billed monthly and where no contract period has been explicitly stated on the Proposal, the contract may be terminated by the Customer giving 3 months’ notice in writing according to clause 7.
9.3. Unless otherwise stated in the Proposal or subject to clause 9.1 and clause 9.2, the contract may not be cancelled except by agreement in writing of both parties and upon payment to Welland Creative of such amount as may be necessary to meet the costs incurred to Welland Creative up to the date of cancellation and to indemnify Welland Creative against all loss resulting from the said cancellation.
9.4. The Customer shall have no right to seek any cancellation or repayment of job costs on the basis of style or composition.
10.1. During the period of this Agreement and for a period of 3 years after both parties undertake:
10.1.1. to keep the Confidential Information confidential;
10.1.2. not to use the Confidential Information for any purpose except the performance of its obligations under this Agreement; and
10.1.3. not to use the Confidential Information so as to procure any commercial advantage over the other party.
10.2. The obligations contained in clause 10.1 above shall not apply to any Confidential Information which:
10.2.1. is already in the possession of the disclosing party other than as a result of a breach of this Agreement;
10.2.2. is at the date of this Agreement or at any time after the date of this Agreement comes into the public domain other than through breach of this Agreement; or
10.2.3. is required to be disclosed by any applicable law or regulation or by any governmental or administrative authority or by an order of any court of competent jurisdiction.
10.3. Each party undertakes to take all such steps as shall from time to time be necessary to ensure compliance with the provisions of Clause 10 by its employees, agents and sub-contractors.
10.4. The Customer agrees that the ideas, materials and other documents relating to the Service are confidential and all proprietary rights belong to Welland Creative and shall not be used or disclosed except as permitted by this agreement.
10.5. This clause 10 shall survive the termination of this Agreement for whatever reason.
11. INTELLECTUAL PROPERTY RIGHTS
11.1. Once full payment has been made and the deliverables have completed and signed off, the ownership of the rights to the deliverables created will pass to the Customer.
11.2. Third party materials, such as imagery, used in the deliverables may be subject to usage liabilities such as royalties and license fees. Welland Creative shall procure such license as necessary for the use of third party materials for use within the scope of the Proposal. The Customer should obtain written consent from Welland Creative for use of any part of the deliverables outside of the scope of the Proposal.
11.3. Unless otherwise stated in the Proposal, Welland Creative reserves the continuing right to use any deliverables it produces for the promotion of its services.
11.4. Where the Proposal includes Software created by Welland Creative, Welland Creative retains ownership of all copies of the Software and the Intellectual Property Rights (IPR) therein. The Customer has no rights to the Software or the IPR contained therein.
12.1. The following provisions set out the entire financial liability of Welland Creative (including any liability for the acts or omissions of its employees, agents or subcontractors) to the Customer in respect of:
12.1.1. any breach of this Agreement; and
12.1.2. any representation, statement or tortious act or omission including negligence arising under or in connection with the contract.
12.2. Subject as expressly provided in these conditions, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
12.3. Nothing in these conditions excludes or limits the liability of Welland Creative for death or personal injury caused by negligence or for fraudulent misrepresentation.
12.4. Subject to clauses 12.2 and 12.3:
12.4.1. Welland Creative shall not be liable to the Customer for any loss or damage, costs or expenses (whether direct, indirect, incidental or consequential and whether relating to loss of profit, loss of business, business interruption, loss of data, depletion of goodwill or other such losses), suffered by the Customer which arise out of or in connection with the supply of the Service or their use by the Customer.
12.4.2. The Customer assumes all risks as to the suitability, quality, and performance of the Service.
12.4.3. Welland Creative’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise arising in connection with the performance or contemplated performance of this contract shall be limited to, and in no event shall exceed, the amount originally paid to Welland Creative for the Service.
12.4.4. Welland Creative shall not be liable for any loss, damage or delay which arises as a result of the termination of the contract between us, or for our compliance with relevant statutory or regulatory requirements.
12.4.5. It is the responsibility of the Customer to ensure that the deliverables comply with all laws, regulations and codes in all countries where the deliverables are used. The Customer agrees to indemnify Welland Creative against any costs arising from the use or misuse of the deliverables.
12.5. No verbal or written information or advice given by Welland Creative or its dealers, distributors, employees or agents shall in any way extend, modify or add to these conditions.
13. PAYMENT TERMS AND PRICING
13.1. Where a deposit is required, Welland Creative is not obliged to carry out any work before the deposit is received. In the event that any preliminary work is carried out prior to receipt of the deposit and the order is then cancelled Welland Creative will invoice the Customer for this work.
13.2. The Purchase Price is exclusive of VAT. VAT shall be charged at the prescribed rate at the date of invoicing. The Customer shall pay the VAT to Welland Creative as if it were part of the Purchase Price and all requirements and other provisions concerning payment of the Purchase Price shall apply accordingly.
13.3. The Purchase Price, once accepted by both parties as signified by the receipt of a signed Proposal, is applicable for 12 months from the date of signing. Welland Creative reserves the right to increase the price of any work outstanding after that period.
13.4. Prior to each payment due date, Welland Creative shall issue an invoice to the Customer. Unless otherwise stated in the Proposal, each invoice is payable within 7 calendar days.
13.5. If the Customer fails to make payment on a due date then without prejudice to any other right or remedy available to Welland Creative, Welland Creative shall be entitled to suspend or terminate the Service.
13.5.1. Should a payment be late by 30 or more days, Welland Creative may suspend the Service.
13.5.2. Should a payment be late by 60 or more days, Welland Creative may terminate the Service.
13.6. In the event that any payments due under these terms and conditions become overdue, interest under the Late Payment of Commercial Debts [Interest] Act 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002, shall be payable by the Customer, from the due date to the actual date of payment.
13.7. In the event that any payments due under these terms and conditions become overdue, Welland Creative reserves the right to add a fee of £20+VAT to cover the costs of administration of the debt.
13.8. All payments shall be paid in full without set off, deduction or counterclaim whatsoever.
13.9. Where any invoice includes a reduction due to an agreement to pay by Direct Debit or Standing Order, should the payment not be made by such means, Welland Creative reserves the right to recharge the reduction.
13.10. Welland Creative reserves the right to vary the Purchase Price according to further requirements made by the Customer subsequent to order acknowledgement. Any such variation shall be advised by Welland Creative in writing and confirmed by the Customer in writing before either the work proceeds further or any charges are incurred.
13.11. Where the Proposal includes design work, unless otherwise stated in the Proposal, the Purchase Price includes an allowance for two sets of changes to each deliverable. Additional changes shall be charged at the prevailing hourly rate. Any such variation shall be advised by Welland Creative in writing and confirmed by the Customer in writing before either the work proceeds further or any charges are incurred.
13.12. The charge for carriage of goods is at additional cost to the Customer, unless otherwise stated in the Proposal.
13.13. Welland Creative reserve the right to charge expenses when fulfilling the work. Any mileage shall be charged at the rate of £0.46p per mile. No expenses shall be incurred without the Customer’s express written agreement.
14. CHANGES TO TERMS AND CONDITIONS
14.1. Welland Creative reserves the right to change these Terms and Conditions at any time. The most current version of these Terms and Conditions may be found on our website.
14.2. When changes are made to the Terms and Conditions a notice shall be placed in our email newsletter. The Customer shall be deemed to have accepted such changes if they have not notified any objections to such changes within one calendar month of the notice.
14.3. The most current version of the Terms and Conditions shall supersede all previous versions.
15. ENTIRE AGREEMENT
15.1. This Agreement and the documents referred to in it, constitute the entire agreement and understanding of the parties and shall supersede any previous agreement between the parties relating to the subject matter of this Agreement. No variation of this Agreement shall be valid unless in writing signed by both parties.
15.2. Each of the parties acknowledges and agrees that in entering into this Agreement, and the documents referred to in it, it does not rely on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any person (whether party to this Agreement or not) which it may have relied on in entering into this Agreement. The only remedy available to it shall be for breach of contract under the terms of this Agreement. Nothing in this clause shall, however, operate to limit or exclude any liability for fraud.
Should you have any questions concerning these Terms and Conditions, contact Welland Creative before submitting a signed agreement to any Proposal.
16. PAYMENT TERMS AND PRICING
16.1. Unless otherwise stated in the Proposal, the Purchase Price for a website project shall be payable to Welland Creative by the Customer as follows:-
16.1.1. 33% non-refundable deposit payable on receipt of the order acknowledgement; and
16.1.2. 33% upon approval of the website design.
16.1.3. 34% upon delivery of the Software training to the Customer representative(s) or when the website is approved to “go live”.
16.2. Subscription fees (Welland Creative CMS websites) and Web Hosting fees (WordPress websites) may be increased annually to take account of the published rate of inflation as given by the Retail Price Index (RPI), or other costs that are imposed on us.
16.3. Once a website or makeover has been approved to “go live” and has been published, the Customer must report any “snags” (defects to be corrected) within 7 Business Days of this first publishing date. Such snags must still fall inside of the scope of the Proposal and be agreed by Welland Creative to be fair and reasonable. The Deliverable will be deemed complete after (a) 7 Business Days have elapsed since the first publishing date and (b) once the agreed “snags” have been corrected.
17.1. The Customer assumes sole responsibility for ensuring that the Software functionality meets its requirements before signing the Proposal.
17.2. Unless the Proposal explicitly states otherwise, the Customer bears all cost for modification to the Software in the event that the Customer discovers, subsequent to signing the Proposal, that the Software functionality does not meet its requirements
17.3. No Software or Internet service can ever be guaranteed to be100% reliable. Welland Creative shall not be liable for any losses caused resulting from the use of (or inability to use) the Service, due to faults in the Software or underlying software, hardware, networks or any other cause of failure.
17.4. Welland Creative does not warrant any Software that has been altered or changed in any way by anyone other than Welland Creative. Welland Creative is not responsible for problems associated with or caused by incompatible operating systems or equipment, or for problems in the interaction of the Software with software not furnished by Welland Creative
18. WEB HOSTING
18.1. The Customer agrees to abide by rules regarding acceptable use of the Web Hosting service:
18.1.1. The Customer agrees to abide by the separate terms and conditions of the Acceptable Usage Policy, available on request.
18.1.2. The Customer agrees that the Web Hosting facility may be provided by a third party and that the Terms and Conditions, including the Acceptable Usage Policy, of that third party shall apply to the Customer.
18.2. Welland Creative shall make all reasonable efforts to ensure that the Service is available, subject to any limitations imposed by the third party web hosting.
18.3. Welland Creative may, from time to time, temporarily withdraw Service for the purpose of making enhancements available to the Customer and for maintenance or support issues.
18.4. The Web Hosting service will be provided on the basis of reasonable usage for server load, disk space and bandwidth:
18.4.1. Reasonable usage of the Web Hosting service will provide a maximum of 20GB of monthly bandwidth and 2GB of disk space unless otherwise stated.
18.4.2. Due to the varying nature of a website’s content and popularity, it is not possible to provide an exact description of ‘reasonable usage’ for server load hence Welland Creative states an expectation that 95% of their customers would not exceed ‘reasonable usage’ for server load.
18.5. Where the Customer’s website exceeds reasonable usage, Welland Creative may offer to provide the Customer with a higher capacity service at an agreed increased fee. In circumstances where the server load is much higher than expected, Welland Creative may either (a) offer the Customer a bespoke Web Hosting solution at an agreed increased fee or (b) if an agreed solution is not found the Web Hosting service may be terminated at no cost to either party.
19. OTHER INTERNET SERVICES
(EMAIL, DOMAIN, ISP, DNS)
19.1. The Customer agrees that it is their responsibility to source all of the appropriate services required to run their website, including domain name management, email and Internet connectivity.
19.2. Welland Creative does not offer Internet Service Provider (ISP) services, such as the provision of an Internet connection to the Customer’s computer or computer network.
19.4. Welland Creative may offer optional services for domain name purchase, renewal and management and email services.
20. DOMAIN NAME REGISTRATION AND RENEWAL
20.1. Welland Creative may offer the Customer domain name purchase and renewal services for one or more domain names related to the Customer’s website. This service is only available where the Customer also purchases a Web Hosting service using the domain names.
20.2. The contract for the registration is between the Customer and the Naming Authority. The Customer is bound by the terms and conditions of the Naming Authority.
20.3. Welland Creative cannot guarantee that they will be able to register any requested domain name and until specific confirmation of registration has been given, the Customer cannot assume the registration has been affected.
20.4. Welland Creative gives no warranty that the Internet Domain Name requested will not infringe the rights of any third party and the Customer indemnifies Welland Creative in respect of any such infringements.
20.5. Welland Creative reserve the right to vary the fees for domain name purchase and renewal from time to time.
20.5.1. The current fees for domain name purchases will be stated to the Customer the time of purchase.
20.5.2. The current fees for domain name renewals will be stated to the Customer in the month preceding the renewal with a minimum of 14 Business Days’ notice to allow the Customer time to transfer the domains elsewhere if required.
20.6. The fees for domain name purchase and renewal include DNS hosting if required.
20.6.1. Where DNS hosting is provided, the fees for domain name purchase and renewal include the management of the DNS records for such domains, to point the domains at the Welland Creative web servers and to the Customer’s preferred email servers.
20.7. The Customer retains ownership of the domain names. Welland Creative shall not withhold from assisting the customer in transferring their domain name providing that any fees due to Welland Creative for any services provided by Welland Creative to the Customer have been paid in full.
20.8. Welland Creative do not in themselves charge fees related to the transfer of the Customer’s domain names to or from a third party, unless the time taken to deal with such matters exceeds half an hour in one calendar month. In such cases Welland Creative shall agree any charges with the client in advance of any further work being carried out.
20.9. Fees charged by third parties such as Nominet (for domain name registration details updates) or other domain management companies (for domain name transfers) are the responsibility of the Customer. Such fees will be passed on to the Customer for payment if they are incurred by Welland Creative.
21. DOMAIN NAME MANAGEMENT
21.1. The Customer accepts that Welland Creative may need to move the Web Hosting for a website to a different IP Address at short notice and at any time.
21.2. Where the Customer manages their own domain name, Welland Creative may, at their own discretion, make Name Servers available to the Customer to allow Welland Creative to manage the DNS records on behalf of the Customer. In such circumstances:
21.2.1. The Customer accepts the responsibility to point the domain names to the specified Name Servers.
21.2.2. The Customer agrees to provide contact details for an authorised representative for Name Server updates and to keep Welland Creative updated with any changes to these details.
21.2.3. The Customer agrees that the authorised representative shall, on request by Welland Creative, update Name Server records within 3 Business Days at all times.
21.2.4. The Customer agrees that failure to update Name Server records will result in their website being unavailable and that even in such cases the Customer is still responsible for Web Hosting fees.
21.2.5. The Customer is responsible for all costs incurred to update Name Server records.
21.3. Where the Customer manages their own domain name and Welland Creative does not provide Name Servers for the domain:
21.3.1. The Customer accepts the responsibility to update the DNS records used to map the domain name to the IP Address of the Web Hosting service.
21.3.2. The Customer agrees to provide contact details for an authorised representative for DNS updates and to keep Welland Creative updated with any changes to these details.
21.3.3. The Customer agrees that the authorised representative shall, on request by Welland Creative, update DNS records within 3 Business Days at all times.
21.3.4. The Customer agrees that failure to update DNS records will result in their website being unavailable and that even in such cases the Customer is still responsible for Web Hosting fees.
21.3.5. The Customer is responsible for all costs incurred to update DNS records.
22. OWNERSHIP OF CONTENT
22.1. The Customer is legally responsible for the content of their website(s).
22.2. Welland Creative does not infer ownership of the design or content of the Customer’s website(s).
22.3. The data that a Customer is entitled to take from its website(s) upon termination of its contract with Welland Creative includes the following:
22.3.1. The graphical design of the website(s) and the entitlement to reproduce this design within other websites.
22.3.2. All text and imagery incorporated as part of the website(s).
23. THIRD PARTY SOFTWARE/SERVICES
23.1. Where the Proposal includes any third party software and/or services as part of the Proposal, Welland Creative will provide First Line Support only. Where the fault is caused by the third party software and Welland Creative is unable to correct the fault Welland Creative will use its reasonable endeavours to ensure that the problem is reported to the relevant third party for resolution.
(Section 24 to 25 not in use)
26. SOFTWARE LICENSE
The Customer is granted a limited, non-exclusive license to do only the following:
26.1. The Customer has the right to use the Service to modify the content of the Welland Creative CMS database in order to change the data presented to visitors of the website(s) using the built-in administration facilities. The Software must not be used for any other purpose without the express written permission of Welland Creative.
26.2. The Customer has the right to use the Service to provide web pages to any visitor on the licensed domain(s) only.
26.3. The Customer may transfer the Service and all rights under this License to another party together with a copy of this License and all written materials accompanying the Service, provided (i) the Customer gives Welland Creative written notice of the transfer (including in such notice the identity of the transferee), and (ii) the other party reads and agrees to accept the terms and conditions of this License. This clause can only be executed if the Service is sold as part of an entire website sale for the licensed domain(s). The Service itself cannot be sold as a separate entity.
27.1. Welland Creative provides access to the Software on a “Software as a Service” basis.
27.2. The Customer agrees that the Software, online training videos and documents relating to the Software are confidential. All proprietary rights and Intellectual Property Rights (IPR) belong to Welland Creative. The Customer may not communicate details of any part of any document, online training video or Software supplied by Welland Creative without the written consent of Welland Creative.
27.3. The Customer may not attempt to modify the Software in any way or create derivative works based upon the software or any or any part thereof.
27.4. The Customer may NOT sublicense, transfer, assign or provide access to the Software to other parties.
27.5. The Customer agrees that only direct employees of the Customer are given access to the Software. The Customer is expressly forbidden to provide access to the Software to any other party (including but not limited to competitors to Welland Creative) unless explicitly agreed in writing. The Customer acknowledges that the Software contains valuable copyrighted information, confidential information and trade secrets and that unauthorised use and/or copying are harmful to Welland Creative.
27.6. Welland Creative may from time to time notify the Customer of steps to take to safeguard the Software and the Customer agrees to follow these steps to the best of their ability.
27.7. Should Welland Creative cease trading, the Customer gains the right to modify the Software for the purposes of maintenance and upkeep of the original website only. The Intellectual Property Rights (IPR) for the Software remains the property of Welland Creative.
From time to time Welland Creative may, in its sole discretion, advise the Customer of updates, upgrades, enhancements or improvements to the Software and/or new releases of the Software (collectively, “Enhancements”).
28.1. Welland Creative may, at its sole discretion, install and license the Customer to use such Enhancements at no cost, whilst the Service is activated.
28.2. From time to time, Welland Creative may make available Enhancements giving additional functionality to the Customer, for an agreed extra cost.
28.3. All such Enhancements to the Software provided to the Customer shall also be governed by the terms of this License.
29. WEB HOSTING
29.1. Welland Creative shall provide the Customer with a Web Hosting facility suitable for use with the Software.
29.2. The Web Hosting service includes backups of the client’s data files uploaded using the Welland Creative CMS. The backups exclude data files uploaded using FTP account(s) to areas outside of CMS management. Such backups are made at least daily. The backups shall be copied to a location separate from the data centre. Welland Creative will accept no responsibility whatsoever for loss of data or information resulting from the use of this service.
30. SUPPORT POLICY
30.1. Welland Creative provides a Support Policy during the period of Service Activation. The support policy provides the following elements:
30.1.1. Free support via email and telephone as provided for in the proposal.
30.2. Welland Creative considers Software training to be essential. If Welland Creative considers the Customer representative has not received Software training or requires additional Software training, Welland Creative reserves the right to insist that the Customer representative attends Software training before any further support is delivered to that Customer representative.
Where the Proposal includes the use of the WordPress CMS the clauses in this Section apply.
31. Payment Terms and Pricing
31.1. Where Welland Creative builds a new WordPress website for the Customer, unless otherwise stated in the Proposal, the Purchase Price shall be payable to Welland Creative by the Customer as follows:-
31.1.1. 33% non-refundable deposit payable on receipt of the order acknowledgement; and
31.1.2 33% payable on acceptance of design; and
31.1.3. 34% upon approval from the Customer representative(s) that the website is ready to “go live”.
31.2. Welland Creative may offer the Customer a Web Hosting service for the Customer’s website. The Proposal shall give details of the monthly fees payable for Web Hosting.
31.3. The monthly fees for the Web Hosting service are chargeable from the point at which the service is made available to host the website. This could be the time at which a website project moves to the ‘build’ stage or when the Customer requests a transfer from another Web Hosting provider.
31.4. The Customer may terminate the Web Hosting service by giving one month’s written notice from the next due payment, subject to the minimum contract period. The minimum contract period is:
31.4.1. Twelve month, in the case of a standard Web Hosting agreement not exceeding reasonable usage, as defined in clause 14.2.
31.4.2. Twelve months from the time at which the solution is implemented, unless otherwise agreed in writing, in the case of a higher capacity Web Hosting agreement as defined in clause 14.5.3.
31.5. Once notice of Termination of Service has been received, an invoice will be raised for the remaining contract period. This invoice is subject to our standard Payment Terms and we draw particular attention to clause 13.9.
31.6. The Web Hosting service is effective until terminated. Welland Creative may terminate the service immediately and without notice if the Customer fails to comply with these Terms & Conditions including the Acceptable Usage Policy.
32.1. Upon termination the Customer must return or destroy any documentation associated with the usage of the Service.
33.1. Welland Creative shall install and/or configure the Software only as specified in the Proposal. Further to project sign-off Welland Creative does not provide any warranty whatsoever. This includes the Web Hosting, server network, connectivity or any software.
33.2. Project sign off is signified by the customer’s final payment in relation to the initial website build.
34. WEB HOSTING
34.1. The Customer agrees that it is their responsibility to source a Web Hosting service required to run their WordPress website.
34.2. The Web Hosting service includes backups of the client’s SQL database and data files under the public HTML web space. Such backups are made daily. The backups shall be copied to a location separate from the data centre. Welland Creative will accept no responsibility whatsoever for loss of data or information resulting from the use of this service.
34.3. The Web Hosting service does not include WordPress application and plug-in support.
34.4. Welland Creative shall only allow the use of WordPress plug-ins that it, at its sole discretion, deems safe to be used in its hosting environment. Welland Creative reserves the right to charge the Customer for time taken to investigate the suitability of “plug-ins” that have not been previously deemed safe.
34.5. The support is strictly related to keeping the server environment running and restoring a previous backup as an occasional disaster recovery measure.
34.6. The Customer is responsible for the maintenance of their WordPress application software and plug-ins and to apply security patches regularly.
34.7. Where a Customer has not applied security patches so that, in the opinion of Welland Creative, their website may be insecure, Welland Creative reserves the right to disable the website until the Customer has agreed to rectify such issues.
35. SUPPORT POLICY
35.1. Where Welland Creative builds a new website for the Customer:
35.1.1. Welland Creative will provide up to 2 hour’s training in the use of the Software to be held at the Welland Creative premises in Peterborough.
35.1.2. Welland Creative will provide 1 hour’s Support Time as part of the cost of the project. This Support Time expires one month after the project sign-off.
35.2. Support Time is not included related to on-going installation and configuration of updates to the website Software or any related services unless specified in the Proposal document.
35.3. Additional Support Time may be purchased in advance as required. Support Time is chargeable at Welland Creative’s standard hourly rate.
35.4. Support Time is provided via telephone or email. In the case of telephone support, call costs are to be paid by the Customer.
35.5. As part of the project sign-off, Welland Creative will provide assistance in setting up the DNS records to point one domain to the web server, providing that the appropriate authentication details are provided by the customer. Additional hosting-related support is treated as Support Time.
(Section 36 to 39 not in use)
SECTION F MARKETING SERVICES
Welland Creative provides a variety of Marketing Services. Where the Proposal includes Marketing Services the following clauses apply.
40. PAYMENT TERMS AND PRICING
40.1. For printing and physical goods, unless otherwise stated in the Proposal, the Purchase Price shall be payable to Welland Creative on receipt of the order acknowledgement.
40.2. For ad-hoc project work consisting of a single deliverable, unless otherwise stated in the Proposal, the Purchase Price shall be payable to Welland Creative on receipt of the order acknowledgement.
40.3. For retained work billed monthly, unless otherwise stated in the Proposal, the agreed monthly element of the Purchase Price shall be payable to Welland Creative by the first working day of the month, in advance of the work to be carried out.
40.4. For project work consisting of multiple deliverables, unless otherwise stated in the Proposal, the Purchase Price shall be payable to Welland Creative as follows:-
40.4.1. 50% non-refundable deposit payable on receipt of the order acknowledgement; and
40.4.2. 25% upon the approval of the initial concept document.
40.4.3. 25% upon final completion / delivery / sign-off.
41. DELIVERABLES INCLUDING GOODS
41.1. Where a deliverable includes goods to be received by the Customer:
41.1.1. The passing of risk shall occur on the day of the delivery to the Customer.
41.1.2. If goods are received by the Customer in any way damaged upon delivery, the Customer must advise Welland Creative within 24 hours of delivery of the nature of the damage and must retain the Goods as delivered.
41.1.3. The maximum extent of Welland Creative’s liability for damaged goods will be, at its sole discretion depending on the circumstances: a return of the Purchase Price related to the goods or replacement of the goods.
41.1.4. Goods remain the property of Welland Creative and title remains with Welland Creative until payment has been made in full.
41.1.5. All times or dates given for delivery of the Service are given in good faith and shall not be of the essence of any contract.
41.1.6. Welland Creative shall make every effort to achieve any quoted delivery dates and execute any obligations set out in the Proposal but will not be under any liability if delivery is delayed or prevented by events beyond its control or as a result of delays by the Customer.