Between the Business [Joseph Melville Limited] and you [the Client]
I (the Business) will always do my best to fulfil your needs and meet your goals, but sometimes it is best to have a few things written down so that we both know what’s what, who should do what and what happens if something goes wrong. In this Contract you will not find complicated legal terms or long passages of unreadable text. I have no desire to trick you into signing something that you might later regret. I do want what’s best for the safety of both parties, now and in the future.
By accepting in writing, by email or by telephone, you [the Client], are hiring me [Joseph Melville Limited] (herein referred to as “me”, “my”, “I”, “we” or “us”), registered company number 07472101 and registered office at Kemp House, 160 City Road, London, Greater London EC1V 2NX and website www.josephmelville.uk to carry out website design, website development, website maintenance, testing, digital marketing, photography, audio production, technology consulting, and/or graphic design (herein referred to as the Work) for the total price as outlined in the Provision of Service quotation.
Once you receive my Provision of Service quotation (which details the Work I intend to provide and details of this Contract including any specific clauses) you must reply within 14 working days to accept or decline the Provision of Service. Failing to do so will result in a maximum of one follow-up email; no timely response to this will result in the assumption that you do not want to take anything further forward. This Provision of Service Quotation is usually provided by email to the nominated correspondence email address. Accepting this confirms acceptance into this Contract, and you will have 30 days from this date to settle the deposit (as detailed below in the Payments section).
What do both parties agree to do?
As my customer you have the power and ability to enter into this Contract on behalf of yourself, or your company or organisation. You agree to provide me with everything that I will need to complete the project (including authentication, text, images and other information as and when I need it and in the format we require). You agree to review our work and provide feedback and approval in a timely manner. Deadlines work two ways and you will also be bound by any dates that we set together. You also agree to keep to the payment schedule set out.
In the case of website design and or development work, I endeavour to create designs for the look-and-feel, layout and functionality of your website. This Contract includes one main design plus the allowance of a maximum of two design revisions, inclusive. If you are not happy with the designs at this stage, you agree to pay in full for all of the work that I have produced up to that point, and you may either cancel this Contract or continue to commission me to make further design revisions at the daily rate set out in my original estimate.
I develop using HTML5 for markup and CSS3 for styling. Often, I often also use dynamic functionality such as PHP, JQuery and XML technologies. The landscape of web browsers and devices changes regularly and my approach is to look forward, not back.
With this in mind I test all our markup and CSS in the current versions of all major browsers on Microsoft Windows and, for Internet Explorer/Microsoft Edge, one version prior to the current release.
Users of older or less capable browsers or devices will experience a design that is appropriate to the capabilities of their software.
I do not test using old or abandoned browsers, for example Microsoft Internet Explorer 6 or previous versions of Apple’s Safari, Mozilla Firefox, Google Chrome or Opera (unless otherwise agreed prior to commencement of the work).
I am not responsible for writing or inputting any text copy unless stated in the original estimate. I am happy to provide this though, and in addition to the estimate I will charge at my standard rate for copy writing or content input.
You will supply me with photographs either in digital or printed format, if required for the Work. If you would like to use images from this website in your solution, you will be charged at our standard rate per photograph you choose. If you solely require my photography services you will be charged at the appropriate rate.
If you decide to buy stock photographs I have a stock photography partner who will provide suitable suggestions for photographs. In the event of no suitable matches, any time that I spend searching for appropriate photographs will be charged at my standard rate.
Changes and revisions
I know that fixed-price design contracts are rarely beneficial, as they often limit you to your first idea about how something should look or how it might work. I don’t want to limit either your options or your opportunities to change your mind.
The estimate/quotation prices I provide are based on the number of hours that I estimate I need to accomplish everything that you have told me you want to achieve. If you do want to change your mind, e.g. add extra pages or templates or even add new functionality this is not a problem but you will be charged the standard rate set out in the estimate I gave you. Along the way I may ask you to put requests in writing so I can keep track of changes.
If you don’t manage your own website hosting or do not yet have any hosting solution, I can set up an account for you. I will charge you a one-off fee for installing this site as well as for the installation of a Content Management System.
I do not offer or include technical support for hosting, email or other services relating to hosting unless otherwise agreed at the commencement of work.
I cannot guarantee that the functions contained in any web page templates or in a completed web site will always be error-free and so cannot be liable to you or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate this website and any other web pages, even if you have advised me of the possibilities of such damages.
If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
You guarantee that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide to me for inclusion in the web site are either owned by you, or that you have permission to use them.
When I receive your final payment, copyright is automatically assigned as follows:
You own the graphics and other visual elements that I create for you for this project. I shall give you a copy of all files and you should store them safely as I am not required to keep them nor provide any native source files I used to make them.
You own the text content, photographs and other data you provided, unless someone else owns them.
You own the copy I provided for this project with the strict proviso that it is for use on only this project. Copy I write for a project cannot be transferred to other projects unless I authorise this in writing.
I own all photographic content created by myself, and license it to you for use on only this project.
I own the markup, CSS and other code and license it to you for use on only this project.
I reserve the right to display and link to your completed project as part of my project portfolio and to write about the project on websites and in magazine articles. I also reserve the right to continue to link to your site even if you no longer host that website at the given URL or have a new version of your website on the given URL.
I am sure you understand how important it is as a small business that you promptly pay the invoices I send you. As I’m also sure you’ll want to stay friends, you agree to stick tight to the following payment schedule.
Payments must be received and cleared within 30 days of an invoice being issued. I ask for a non-refundable deposit of 25% of the quoted figure upon acceptance of the Contract, with the remaining 75% after the work has been completed to a standard deemed satisfactory to the client and invoiced, within the aforementioned timescale. I reserve the right to refuse work initially if this deposit is not paid.
As in compliance with the Late Payment of Commercial Debts (Interest) Act 1998 and the amended Late Payment of Commercial Debts Regulations 2002 (link), I understand and will exercise my statutory right to interest and compensation for debt recovery costs under the late payment legislation.
You cannot transfer this contract to anyone else without my prior permission. This Contract stays in place and need not be renewed. If for some reason one part of this Contract becomes invalid or unenforceable, the remaining parts of it remain in place.
Although the language is simple the intentions are serious, and this contract is a legal document under exclusive jurisdiction of [English] courts.
By entering into an agreement with Joseph Melville (this includes but is not limited to accepting the Provision of Service quotation, or confirming verbally, in writing, by email or by telephone for us to carry out Work for you), you are acting in agreement to this contract as stated above, under English law.
This section is reserved for specific clauses that relate to clients on an individual basis. Where applicable, please see the Clauses section of your Provision of Service quotation.