Terms and Conditions (T&C)
Terminology used within this document:
A ‘Client’ is a person, persons, business or organisation using any of the services provided by the contractor i.e Naggra.co.uk
‘Site Optimisation’ is the work Naggra.co.uk have set out to achieve as detailed on the SEO Packages page of the website.
‘Site’ or ‘Website’ is the website as seen on the Internet and owned by the client.
‘Search Engine’ means Google and Bing.
‘Rank’ is the position of the client’s website on the search engine’s.
‘SEO’ (search engine optimisation) is the process of increasing the rank of a client’s website on the search engine’s.
‘Off Page SEO’ is the attempted optimisation of the client’s website using methods which do not require the editing of a client’s website.
‘Monthly Service’ is our standard payment plan and we will take a payment each month whilst the client is signed up to our SEO service.
General Terms & Conditions:
1. The works to be carried out shall be as set out in the SEO Packages page of the website or according to the proposal document supplied to the Client.
2. Naggra.co.uk will commence work within 7 working days of receipt of the initial payment.
3. Naggra.co.uk will take a monthly, non-refundable, subscription payments via Paypal or equivalent card processing service. Or the Client may make payment by BACS.
4. The Client can stop work by giving a minimum of 30 days written notice in writing or by an email, which will begin at the end of the current monthly period. If the notice period runs into the subsequent months work the Client will be liable to make payment for the subsequent month in full, payments will not be pro-rated.
5. Naggra.co.uk can also terminate the contract by giving a 30 day notice period in writing or by an email. If Naggra.co.uk do not receive payment we will stop working on your site optimisation until payment is received, however, payments owed will still be required.
6. All payments to Naggra.co.uk in regard to the SEO service are non refundable. 7. Naggra.co.uk may need to edit your site in order to carry out site optimisation work, or provide you with instructions on changes to be made.
8. Naggra.co.uk will attempt to increase the rank of your website on the search engines. There is however no guarantee that we can do this. Your monthly payment is in respect of work carried out.
9. To the extent that Client requires Additional Services, Naggra.co.uk shall endeavour to provide them and if it is able to do so will make them available then current standard charging rates, currently set at £40 per hour exclusive of VAT. This rate is payable in regards to any time spent on additional tasks and is charged on a per person basis.
10. Naggra.co.uk cannot be held financially liable in anyway with regard to your website ranking on the search engines. Naggra.co.uk shall have no liability for any losses or damages which may be suffered by Client (or any person claiming under or through Client), whether the same are suffered directly or indirectly or are immediate or consequential, and whether the same arise in contract, tort (including negligence) or otherwise howsoever, which fall within any of the following categories:
. loss of profits;
. loss of anticipated savings
. loss of business opportunity;
. loss of or goodwill;
. loss of or damage to data;
. special damage, even though Naggra.co.uk was aware of the circumstances in which such special damage could arise;
11. Naggra.co.uk cannot be held responsible for anything adversely affecting the Client’s business operation, sales, or profitability that might be claimed is a result of a service offered by Naggra.co.uk. The terms and conditions of this website are governed by the laws of England and Wales. Jurisdiction for any claims arising in respect of this website’s Content shall lie exclusively with the courts of England. If any provision of these terms and conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.
12. The terms set out on this page apply to client’s signing up to our service by a written contract or via an email acceptance. Work in progress project or current running project are automatically forms an agreement.
Non – Payment
In the event of Client failing to make any payment by the due date, NaGGra D.M.A will be entitled to take any or all of the following actions in any order it sees fit:-
. Require immediate payment of all monthly fees due during the remainder of the Initial Period;
. Add interest to the debt at 3% per annum above the base rate of Lloyds Bank both before and after judgment, such interest to be calculated on a daily basis;
. Issue written demands for the sum due, each such demand attracting a fee of £15 payable by Client;
. Suspend all the Services until payment has been made in full;
. Require removal of all changes made to the Client website which were made with direct reference to work and reports provided by Naggra.co.uk, the Client understands such implementations are the intellectual property of Naggra.co.uk and must be paid for in full or removed.
Term of Agreement
The term of this Agreement (the “Term”) will begin on the date of this Agreement and will remain in full force and effect until the completion of the services, subject to earlier termination as provided in this Agreement. The Term of this Agreement may be extended with the written consent of the Parties.
In the event that either party wishes to terminate the Agreement prior to the completion of the Services, that Party will be required to provide 30 days written notice to the other Party.
The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.
Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in GBP.
For the services rendered by the Contractor as required by this agreement, the Client will provide compensation (the “Compensation”) to the Contractor.
The Client will be invoiced before the work is complete in case of SEO Services and advance payment is required for website design work.
All SEO fees and any advance payment towards the website design services are non refundable. Invoices submitted by the Contractor to the Client are due within 7 days of receipt.
The Compensation as stated in this agreement does not include Value Added Tax(VAT). Any VAT required will be charged to the Client in addition to the compensation.
The Contractor will be responsible for all income tax liabilities and National Insurance or similar contributions relating to the compensation and the Contractor will indemnify the Client in respect of any payments required to be made by the Client.
Reimbursement of Expenses
The Contractor will be reimbursed from time to time for reasonable and necessary expenses incurred by the Contractor in connection with providing the Services under this Agreement.
Confidential information (the “Confidential Information”) refers to any data or information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known and where the release of that confidential information could reasonably be expected to cause harm to the Client.
The Contractor agrees that they will not disclose, divulge, reveal or use, for any purpose, any confidential information which the Contractor has obtained, except as authorised by the Client or as required by law. The obligations of confidentiality will apply during the term of this agreement and will survive indefinitely upon termination of this agreement.
Ownership of Intellectual property
All intellectual property and related material (the “Intellectual Property”) that is developed or produced under this agreement, will be the sole property of the Client. The use of the intellectual property by the Client will not be restricted in any manner.
The Client Authorised the Contractor to use this work as a template to show other Clients, as a work specimen/example. The Contractor can also display this work including the Clients company Logo on his website.
Return of Property
Upon the expiry or termination of this agreement, the Contractor will return to the Client any property, documentation, records, or confidential information which is the property of the Client.
In providing the services under this agreement it is expressly agreed that the Contractor is acting as an Independent Contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.
Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective affiliates, offers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive indefinitely upon the termination of this agreement.
Modification of Agreement
Any amendment or modification of this agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if both parties agree in writing or by email.
It is agreed that there is no representation, warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.
Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.
Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
It is the intention of the Parties to this Agreement that this Agreement and the performance under this Agreement, and all suits and special proceedings under this Agreement, be construed in accordance with and governed, to the exclusion of the law of any other forum, by the law of the Country of England, without regard to the jurisdiction in which any action or special proceeding may be instituted.