Terms and Conditions

These Terms and Conditions govern the supply of services by Web24 Ltd (“Web24”, “we”, “us” or “our”) to the person or organisation purchasing those services (“Client”, “you” or “your”).

Our services may include digital consultancy, project planning, web and user-interface design, software and web development, e-commerce, online marketing, hosting, domain administration, maintenance, monitoring, media production and technical support.

A “Proposal” means any quotation, estimate, order form, service description, statement of work or other written document issued by Web24 that describes the Services, deliverables, timetable and charges. If a Proposal conflicts with these Terms, the Proposal takes priority only to the extent of that conflict.

A binding agreement is formed when the Client accepts our Proposal in writing, signs an order or statement of work, pays a requested deposit, or asks us to begin the Services.

Quotations and estimates remain valid for the period stated in the Proposal. If no period is stated, they are valid for 30 days from issue and may be withdrawn or revised before acceptance.

Any Client purchasing on behalf of an organisation confirms that they have authority to bind that organisation. Client purchasing terms do not apply unless we expressly accept them in writing.

We will provide the Services with reasonable care and skill and in material accordance with the agreed Proposal. Dates are estimates unless a deadline is expressly stated to be fixed in writing.

Project schedules depend on timely feedback, approvals, access and content from the Client. We are not responsible for delay caused by the Client, a third-party supplier, an external platform, force majeure or circumstances outside our reasonable control. Any affected timetable will be adjusted reasonably.

We may use suitably qualified employees, contractors and specialist suppliers to provide parts of the Services while remaining responsible for managing our obligations to the Client.

Where the Services include browser or device compatibility, we will test against the browsers and devices identified in the Proposal or, if none are identified, current major versions of commonly used modern browsers. Identical presentation on every device, browser or operating system is not guaranteed.

The Client must provide accurate instructions, content, access credentials, brand assets, data, decisions, feedback and approvals reasonably required to deliver the Services. Unless otherwise agreed, the Client is responsible for proofreading and approving all content before publication.

The Client warrants that it owns or has permission to use all text, images, trademarks, software, data and other materials supplied to us, and that their use will not infringe third-party rights or break any law. The Client remains responsible for the legality, accuracy and regulatory compliance of its website, products, claims and content.

The Client must keep account credentials secure, maintain suitable internal backups of business data, and promptly notify us of suspected unauthorised access or security incidents.

We may refuse, remove or suspend unlawful, infringing, malicious, deceptive, discriminatory or otherwise harmful content, or any material that creates a security or reputational risk.

The Proposal will define the included scope and, where applicable, the number of design or revision rounds. Work requested outside that scope is a change request and may affect charges and delivery dates.

We will explain any material impact and may require written approval of revised charges or timing before carrying out additional work.

The Client must review deliverables within the review period stated in the Proposal, or within 10 business days if no period is stated. A deliverable will be treated as accepted when the Client approves it, uses it in production, or does not report a material non-conformity within that review period.

We will correct reproducible defects that cause an accepted deliverable to materially fail the agreed specification, provided they are reported promptly and are not caused by Client changes, misuse, unsupported systems or third-party services.

Charges, deposits, milestones, recurring fees and payment dates are set out in the Proposal or invoice. Unless stated otherwise, prices exclude VAT and other applicable taxes, which will be charged where required by law.

Approved third-party costs and reasonable out-of-pocket expenses may be charged in addition to our fees. Examples include software licences, stock media, advertising spend, domain registration, hosting and specialist services.

Invoices must be paid by the due date shown on the invoice. The Client must raise any genuine invoice dispute promptly and pay all undisputed amounts on time.

If payment is overdue, we may charge statutory interest and recovery costs, suspend Services, withhold publication or delivery, and restrict access to hosted systems after giving reasonable notice. Suspension does not remove the Client’s obligation to pay amounts already due.

Unless otherwise agreed, deposits and payments for completed work are non-refundable. If a project is delayed by the Client for more than 30 days, we may invoice work completed to date and revise the remaining schedule.

The Client retains ownership of materials it supplies to us and grants us a limited licence to use them for delivering the Services.

We retain ownership of our pre-existing materials, reusable know-how, methods, frameworks, development tools, generic code, templates and components. Once all relevant invoices are paid in full, the Client receives the ownership or usage rights in the final bespoke deliverables described in the Proposal.

Open-source software, fonts, stock assets, plugins, platform components and other third-party materials remain subject to their respective licences. The Client is responsible for ongoing third-party licence or subscription charges unless the Proposal states otherwise.

Unless confidentiality or the Proposal prevents it, we may identify the Client as a customer and display non-confidential completed work in our portfolio and marketing materials. The Client may withdraw this permission by notifying us in writing.

Hosting, domains, email, advertising, payment processing, content-management systems and external platforms may depend on third-party providers. Their own terms, acceptable-use rules, service levels and privacy policies may apply.

We will use reasonable care in administering services under our control, but we do not guarantee uninterrupted or error-free availability. Maintenance, security incidents, internet failures, platform changes and other events outside our control may affect service.

Domain registration is subject to availability and registry rules. The Client must provide accurate registrant information and renew services by the applicable deadline. We are not responsible for loss caused by expired services where the Client has not paid renewal charges or responded to renewal notices.

The Client must not use hosting or systems supplied through Web24 for unlawful activity, spam, malware, infringement, unauthorised access, excessive resource consumption or any activity that could damage our infrastructure or another user.

Maintenance and support are provided only where included in a Proposal or active service plan. The plan will determine covered systems, hours, response targets and included work.

Response targets are targets rather than guaranteed resolution times unless expressly identified as a service-level commitment. Resolution may depend on complexity, Client access, third-party vendors and availability of updates or replacement components.

Support does not normally include new functionality, redesign, content entry, recovery from unauthorised Client changes, unsupported software, or faults caused by third parties. Such work may be quoted separately.

Each party will protect the other party’s confidential information, use it only for the agreement and disclose it only to people who need it and are bound by appropriate confidentiality obligations.

Confidentiality does not apply to information that is public without breach, already lawfully known, independently developed, lawfully received from another source, or required to be disclosed by law.

Each party will comply with applicable data-protection law. Where we process personal data on the Client’s behalf, the parties will put any legally required data-processing terms in place. The Client is responsible for establishing a lawful basis, giving required notices and obtaining required consents for personal data it asks us to process.

Nothing in these Terms excludes or limits liability where it would be unlawful to do so, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation.

Subject to the paragraph above, neither party is liable for indirect or consequential loss, or for loss of profit, revenue, anticipated savings, goodwill, business opportunity or data, except where expressly agreed in writing.

Subject to the first paragraph of this section, our total aggregate liability arising from a particular project or service will not exceed the total fees paid or payable by the Client for that project or service during the 12 months preceding the event giving rise to the claim.

We are not liable for failures caused by Client materials or instructions, unauthorised modifications, misuse, failure to follow advice, third-party products or services, internet infrastructure, cyberattacks that could not reasonably have been prevented, or events outside our reasonable control.

The Client will indemnify Web24 against third-party claims arising from materials supplied by the Client, the Client’s unlawful use of the Services, or the Client’s breach of section 4, to the extent permitted by law.

Either party may terminate an ongoing service by giving the notice stated in the Proposal. If no notice period is stated, either party may terminate it on 30 days’ written notice, subject to any committed minimum term.

Either party may terminate immediately if the other commits a material breach and, where the breach can be remedied, fails to remedy it within 14 days of written notice, or becomes insolvent or ceases trading.

We may suspend Services immediately where reasonably necessary to protect security, comply with law, prevent prohibited use or respond to a serious payment default.

On termination, the Client must pay all charges and approved costs for work performed up to the termination date, including non-cancellable third-party commitments. Each party must return or delete confidential information when legally and technically practicable. Provisions intended to continue after termination will survive.

Force majeure. Neither party is responsible for delay or failure caused by events beyond its reasonable control. The affected party will notify the other and take reasonable steps to reduce the impact.

Assignment. The Client may not transfer the agreement without our prior written consent. We may transfer it as part of a genuine business reorganisation, merger or sale, provided this does not materially reduce the Client’s rights.

Entire agreement. The accepted Proposal and these Terms form the entire agreement concerning the Services and replace prior discussions or representations about them. Neither party relies on a statement not included in the agreement, except that liability for fraud cannot be excluded.

Severability and waiver. If part of the agreement is unenforceable, the remainder continues in effect. A delay in enforcing a right is not a waiver of that right.

Third-party rights. No person other than the parties has a right to enforce the agreement under the Contracts (Rights of Third Parties) Act 1999.

Governing law. The agreement and any non-contractual obligations arising from it are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction, unless mandatory law requires otherwise.

Updates. We may update these website Terms from time to time. The version accepted for a specific project continues to govern that project unless the parties agree otherwise. Updated Terms apply to new orders and renewals from their stated effective date.

Formal notices relating to the agreement must be in writing and sent to the contact details in the Proposal or to the details below. Email notices are treated as received on the next business day, provided no delivery failure is received.