Terms & Conditions
This document is to be viewed by all involved parties as a binding and insoluble contract in agreement to the terms stated below. By signing the sales agreement presented to you by the sales representative, you authorise Ebb&flow Creative and its associated companies (hereafter referred to as “Ebb&flow”) to proceed with the creation of the product as discussed with the sales representative and confirmed on the order form.
Office Hours
Ebb&flow’s office hours are 9.30am - 6pm, Monday to Friday. Telephone calls received out of hours will be diverted to our answering machine and dealt with on the next working day. Where staff mobile telephone numbers are provided, we ask that you exercise discretion when calling out of hours and only call in emergencies, as in some cases these are also the staff’s personal telephones. We appreciate your understanding.
Contacting Ebb&flow
In order to deal more effectively with your queries, we ask that you put any questions to us in writing. This system allows us to distribute questions to the appropriate departments, and thereby respond to you, more efficiently. There are three ways to contact us: Email: info@ebbandflow-creative.com & for amendments or updates please email: reachus@ebbandflow-creative.com Post: Ebb&flow Creative. Office B2, The Storey CIC. Meeting House Lane, Lancaster. LA1 1TH. Tel: 01524 509009
Provision of Materials
You agree to provide us with the specific copy, images and information we require in order to create your product, or to advise us as to where we can locate such materials. We accept no responsibility for your site not being put live/product being completed by a specific date if we are unable to secure necessary and/or suitable information and/or materials from you. If you cannot supply the information you wish to feature in your product, we will do what we can to obtain it, but we accept no responsibility for errors, omissions or discrepancies which may be present on the final product, as these may arise through our lack of specialist knowledge regarding the content of your product.
The time taken to compile the data, as well as any time required to correct errors, omissions or discrepancies which have arisen through your not providing us with adequate materials, will be charged to you at our standard rate. We accept no responsibility for the delay caused in providing you with the final product as a result of your supplying us with insufficient or unsuitable materials. This does not apply if the additional cost could have been avoided but for unreasonable delay on the part of Ebb&flow in ascertaining the unsuitability of the materials with which you provide us. Where you supply or specify materials, we will take every care to secure the best results in the finished product, but we accept no responsibility for imperfect work caused by defects in or unsuitability of materials so supplied or specified.
Print Proof Agreement
If the sales representative has provided you with a proof, your signing this agreement confirms that you agree to the design and contents of the printed document as depicted on the proof. By signing this agreement, you absolve Ebb&flow of all liability for any errors, omissions or discrepancies which may be present on the proof. Once you have signed this agreement and proof if supplied, you are not able to make any changes to the final product, nor are you able to hold Ebb&flow responsible for anything you are unhappy with. This contract revokes your right to take any kind of action against Ebb&flow for any aspect of the work with which you are later dissatisfied. Signing this contract means that, as long as the finished product is as discussed with the sales representative and consistent with the proof if supplied, you must pay in full for the work. This fact applies whether or not you later take issue with any aspect of the product. These terms are final and non-negotiable. This is your final opportunity to make changes to the content.
Making Changes After Proof Stage (Print Only)
If a change is requested, we will do everything we can to make the correction before the printing starts, but we cannot guarantee this. We accept no responsibility, under any circumstances, for any mistakes present on the completed work, as the signing-off of a proof absolves us of all liability (see “Proof Agreement” above). Once the proof is signed off or agreed, whether verbally or via email, we incur a film / plate(s) charge and this is passed on to you as part of the total charge (see “Price Breakdown”). Any changes made after a proof is signed off will result in a further film / plate(s) charge.
Print Quality (Print Only)
Every effort will be made to obtain the best possible colour reproduction on customer’s work but because of the nature of the processes involved, Ebb&flow cannot guarantee an exact match in colour or texture between any materials with which you supply us, and the printed article. Our budget business cards do not have a guaranteed specification and we reserve the right to vary stock or quality as either we see fit, or circumstances/availability dictate. If the exact specification is important, the cards must be ordered as a bespoke job.
Quantity Supplied (Print Only)
Every effort is made to produce the exact quantity of items ordered. However, some variation is inherent in the print process and so you accept that minor variations in quantity are possible. These do not affect the price charged.
Claims (Print Only)
Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to Ebb&flow within three clear days of delivery (or, in the case of non-delivery, within 28 days of dispatch of the goods) and any claim in respect thereof must be made in writing to Ebb&flow and the carrier within seven clear days of delivery (or, in the case of non-delivery, within 42 days of dispatch). All other claims must be made in writing to Ebb&flow within 28 days of delivery. Ebb&flow shall not be liable in respect of any claim unless the aforementioned requirements have been complied with except in any particular case where the customer proves that (i) it was not possible to comply with the requirements and (ii) advice (where required) was given and the claim made as soon as reasonably possible.
Standing Material (Print Only)
All materials (including but not limited to film, plates, negatives and positives) produced and used by Ebb&flow during the production process remain the property of Ebb&flow. Where these materials are provided by the client, they remain the property of the client. Ebb&flow reserves the right to dispose of lithographic work immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged for the safe-keeping of the materials.
Payment Terms (Print)
New customers agree to pay a deposit of 50% of the final bill upon ordering, 30% is then payable upon sign off of proofs and the outstanding balance on delivery of the completed work. Existing customers agree to adhere to the terms stated on the invoice. All deposit payments are non-refundable.
Websites
Website Updates & Site Maintenance
Our minimum charge is £45 (VAT inclusive) all requests for work will be quoted for at our hourly rate of £60 per hour. If you want to introduce new material in the form of extra pages, additional functions, or more information than is already available on your site, this must be paid for as a new job.
Hosting & Email Accounts
Ebb&flow does not host or arrange hosting for our clients at this time but we can recommend hosting services if required.
Domain Names
Ebb&flow does not arrange domain names for our clients, all contracts between name registrars and clients are strictly between those 2 parties.
Systems
All systems install and customised by Ebb&flow to full fill a client project are property of the client, payment, registration and license arrangement with third party application will be undertaken by the client.
E-commerce/CMS
E-commerce/CMS systems will be provided as an empty shop/site, and training will be given to the client(s) on using the system. A delay in the client populating the e-shop/site will not be accepted as a reason for delayed payment as, once it is ready to be populated and training has been given, Ebb&flow’s job is done. Ebb&flow offers a service to populate the client’s shop site/CMS on their behalf, and prices are available on request for this service. This does not include any photography, and where clients feel unable to create their own imagery of products, a photographer must be sought or a price agree with Ebb&flow for this task to be undertaken in-house. Ebb&flow are happy to recommend independent photographers where necessary, but the contract will be between the client and said photographer.
Bespoke Systems
In the case of a bespoke solution (website), upon settlement of all outstanding monies due to Ebb&flow for the development / design of such solution, full copyright and title will pass to the client.
Warranty
Ebb&flow guarantees all of its websites / bespoke software solutions provided to clients insofar as any faults or bugs will be rectified within a reasonable period of time so as not to interrupt the service provided by clients to their clients / users for an unacceptable time. Any software provided by Ebb&flow proving to be faulty or defective will be repaired / replaced free of charge to the working standard equivalent to launch.
Website Proofs
Once a client has agreed a look and feel proof and instructed Ebb&flow to proceed to build, any subsequent changes in style or design requested by the client will be charged for at the appropriate hourly rate.
Exceptions (Web)
We accept that certain details regarding your business, such as telephone numbers and email addresses, sometimes change, and that the details placed in a proof are liable to change. To this end we will amend smaller details such as these as part of our construction package. This policy applies throughout your contract with Ebb&flow: if a minor detail needs to be amended, we are more than happy to do so, free of charge. Larger changes, such as the creation of a new page or introduction of a new feature on your site, or the sourcing / changing of images are not covered by this policy and must be paid for.
Payment Terms (Web)
You agree to pay a deposit of 50% of the final bill immediately. 30% is then payable upon sign off of the design. When we have finished building your site, we will put it live on our own server under a temporary name which we will give you. After we have informed you of the site’s location on our server, you have 48 hours to view the site and ask for any amendments to be made. The site can be kept live for a longer period if you specifically request this. After the 48-hour viewing period has elapsed, the invoice will be issued as - apart from minor alterations or transfers onto other domain names - our work on the site is then complete. Once the bill is settled in full, we will put the site live on its own domain name, or - if you have not yet selected one - it will remain live on our server. If you possess your own domain name, we will initiate whatever process is necessary to put the site live once the bill is settled. You are not permitted to point your own domain name to the test site on the Ebb&flow server. If this is found to be the case, we reserve the right to remove the site from our server. All deposits are non-refundable.
General
Copyright
Unless negotiated and agreed in writing, the copyrights of general artwork, commissioned artwork, illustrations, website design, programming and copy belong to Ebb&flow. If you supply us with material, it is your responsibility to obtain all necessary copyrights for its use, and we assume that you possess these. In such cases, the copyright belongs to you. By signing this agreement, you agree to indemnify Ebb&flow from any claim which arises regarding the use of material with which you supply us. We reserve the right to use any artwork or printing we produce for the purposes of promoting our services unless you request otherwise in writing.
Quotes
All quotes for work are valid for thirty (30) days, after which time all proposed work will have to be re-quoted. We take no responsibility for a re-quoted price differing from an original quote.
Illegal Matter
Ebb&flow reserves the right not to print any matter deemed illegal, libellous or offensive, or which may be an infringement of the proprietary or other rights of any third party. This agreement indemnifies us in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.
Consequential Loss
Ebb&flow accept no liability whatsoever for consequential or third party losses, resulting in a delay in delivery howsoever caused.
Financial Loss
Ebb&flow accept no liability whatsoever for financial loss or loss of earnings arising from products or services provided by Ebb&flow.
Force Majeure
Ebb&flow accept no responsibility if we are unable to carry out any provision of the contract for any reason beyond our control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency you may, by written notice to ourselves, elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
Liability
Ebb&flow shall not be liable for any loss to the customer arising from delay in transit caused by circumstances beyond Ebb&flow’s control.
Price Breakdown
The invoice we send you will be itemised, showing the cost of the design and research process, as well as the production itself. Supplying us with suitable material will, therefore, reduce the time spent on design and, thereby, the final charge. VAT is charged at the current Customs & Excise rates and according to current regulations, irrespective of whether or not it is included in a price quotation.
Jobs Put On Hold or Cancelled by the Client
Jobs put on hold or cancelled by the client during production will be invoiced at current stage and materials. This invoice must be paid in full together with any VAT that falls due accordingly.
Credit Terms
For invoices not settled within the agreed credit terms, we reserve the right to charge interest on the overdue debt at 2% above the HSBC base rate at the time and an administration fee to cover the debt recovery costs.
Insolvency
Any customer ceasing to pay their debts in the ordinary course of business or proving unable to pay their debts as they become due or, being, a company, is deemed to be unable to pay its debts, or has a winding-up petition issued against it or, being a person, commits an act of bankruptcy or has a bankruptcy petition issued against it, Ebb&flow, without prejudice to other remedies, shall (i) have the right not to proceed further with the contract or any other work for the customer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the customer, such charge to be an immediate debt due to it, and (ii) in respect of all unpaid debts due from the customer, have a general lien on all goods and property in its possession (whether worked on or not) and shall be entitled on the expiration of 14 days' notice to dispose of such goods or property in such manner and at such price as we think fit and to apply the proceeds towards such debts.
Data Protection
Ebb&flow agrees keep the confidential information of its clients confidential, including all administration areas of websites and details of referrers and those who are referred. All such data recorded by a website will be completely secure, and all information will be treated as confidential in accordance with the Data Protection Act.