Terms and conditions

Please also read our privacy notice and our email disclaimer.

1. Definitions

In this Agreement the terms have the following meanings:

1. "The Client" means any person, company, partnership, organisation or body at whose application The Company agrees to provide the services and/or products under the terms of their Agreement.
2. "The Agreement" means the contract between The Company and The Client to which these terms and conditions apply.
3. "The Quote" is any document which incorporates an "estimate", "estimation", "quotation" or "quote", and is signed by a director of The Company in order to enter into agreement for web or web-related digital services with The Client.
4. "The Company" means dijitul ltd (DIJITUL LTD).

2. Scope

2.1 These terms and conditions of trade apply to all goods and/or services ordered by The Client from The Company.

2.2 Changes to the content specified in The Quote will only be undertaken at the discretion of The Company, and will usually be subject to a fresh quotation.

3. Payments and charges

3.1 Payments are required within 14 days from the date of issue of any invoice sent from The Company to The Client.

3.2 Our minimum charge is £75 + VAT for work of up to 1 hour that falls outside a prearranged maintenance contract.

3.3 Website design, ecommerce and software development payments:

• Projects below £10,000 + VAT: The Company will require a 60% deposit before any work starts. The remaining 40% balance will be invoiced and is due on completion and handover of the website(s), before the website(s) is/are made live and/or when the project work has been completed.
• Projects priced at £10,000 + VAT and higher: The Company will require a 60% deposit before any work starts. At an arranged milestone during the project, The Company will require a further payment of 30%. The remaining 10% balance will be invoiced and is due on completion and handover of the website(s), before the website(s) is/are made live and/or when the project work has been completed.

3.4 Search engine optimisation and marketing payments: where search engine optimisation and link building is undertaken on The Client's website, once a website review has been completed and the proposal agreed, The Company will invoice The Client a month in advance, before any work starts or any link campaigns are put in place.

3.5 Web hosting payments: unless stated otherwise, web hosting is invoiced annually and payment is due within 7 days of the invoice date. Payments for website hosting are non-refundable.

3.6 All other payments: payment for all other goods and services provided by The Company is due 7 days from the date of the invoice unless stated and agreed otherwise in the quote. While any payment under the Agreement remains outstanding, The Company is entitled at its sole discretion to withhold provision of any goods or services it would otherwise be obliged to supply under the Agreement.

3.7 Price adjustments: we reserve the right to increase monthly or recurring payments for marketing, support or web hosting in line with increases in the cost of third-party software or hardware at The Company's suppliers. At least two months' notice will always be given before any prices are altered. The Client is free to relocate the affected services during this period, unless The Client is bound to a contract, in which case the terms of that contract must be followed and will supersede these default terms and conditions.

4. Overdue amounts

4.1 The Company reserves the right to claim interest on overdue monies at the rate of 2% per month.

4.2 Overdue hosting invoices will result in suspension of the website if they are not paid up to date within 19 days of the original invoice being issued.

4.3 If a hosting invoice is more than 28 days overdue, The Company reserves the right to delete the website without further recourse to The Client.

4.4 If a regular invoice is more than 28 days overdue, The Company reserves the right to suspend the website the invoice relates to until the invoice has been cleared. In extreme cases, The Company reserves the right to remove the website from the internet permanently.

5. Liability

5.1 Any claim by The Client based on any defect in the quality or condition of the services supplied, or their failure to comply with the Quotation, must be brought to the attention of The Company within one calendar month of the launch of the project.

5.2 Where any valid claim in respect of the services supplied is notified to The Company in accordance with clause 5.1, The Company is entitled to repair the website (or the part in question) free of charge, or at The Company's sole discretion refund to The Client the price paid (or a proportionate part), but The Company will have no further liability to The Client.

5.3 Except in respect of death or personal injury caused by The Company's negligence, The Company is not liable to The Client by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the contract, for any indirect, special or consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever, in connection with this agreement.

5.4 The Company has no liability under this agreement for any virus which it may transmit to The Client. Virus prevention is the sole responsibility of The Client.

5.5 The Company cannot be held accountable for any website infections caused by features or plugins on the website becoming exploitable, or by poor security such as weak passwords used for website logins or email. The Company will not cover the costs associated with restoring websites after website hacks and/or resolving issues with exploitable files or email accounts.

5.6 The Company cannot be held responsible for any issues that arise because a website is hosted with a third-party company, nor for any negative consequences of moving the website from our test location to a live third-party location.

6. Domain registration

6.1 If contracted to do so by The Client, The Company will organise and arrange registration of The Client's preferred domain name with the appropriate domain registration authority. The domain name will become the property of The Client once all sums outstanding and due to The Company from The Client have been paid.

6.2 Where a Client has a pre-registered domain name, The Company is not liable to The Client for any costs or delays incurred in transferring the domain name to The Company.

6.3 The Company will always contact The Client several times about domain name renewals. If these contacts are ignored and/or payments are not sent in time, The Company reserves the right to allow The Client's domain names to expire. The Company reserves the right to charge an additional administration fee on top of the domain name renewal if the expiry date has passed.

7. Confidentiality

7.1 The Company and The Client will treat as confidential all information passed between them at all times, and any disclosure will only be made by mutual consent.

8. Right to reference

8.1 The Company reserves the right to use the website or any related product or service undertaken for The Client in future promotions by The Company, but only on the basis that this should be to the advantage of The Client in terms of additional publicity.

9. Third parties

9.1 The Company may act as an authorised reseller for various complementary third-party products and services, such as web space for website hosting, domain forwarding, the provision of dial-up services, email accounts and domain registration. The Company cannot be held responsible for goods and services provided by any third party.

10. Copyright

10.1 Any web page text, graphic, sound, design concept or entire website supplied wholly or in part by The Client will remain the sole property of The Client at all times. The Client will also own full copyright in any new content, graphic, sound, design concept or entire website designed exclusively by The Company once all monies due to The Company from The Client have been paid in full.

10.2 Signing the Quote (placing an order) by The Client, or by another person or agency on behalf of The Client, is a guarantee that all necessary permissions have been obtained by The Client for the artwork, designs, sounds, videos and photographs used in the website or any other related product from The Company, and that the content of the website does not infringe any laws of the United Kingdom. The Client must indemnify The Company against all actions, proceedings, costs, demands and claims arising from any such breach.

11. Agreement termination

11.1 Any agreement to supply products or services at any time in the future between The Client and The Company may be terminated by The Company with 30 days' notice in writing. Any amounts received by The Company for products and services from a third party are not repayable to The Client. The Company is entitled to deduct from any monies paid in advance an amount equal to its reasonable expenses incurred up to the date of termination.

12. VAT (value added tax)

12.1 Prices may be quoted exclusive of VAT and other applicable sales taxes, which will be added to The Client's invoice at the prevailing rate.

13. Law

13.1 These conditions of trade and all other express terms of contract are governed by and construed in accordance with the laws of England.

14. CD-ROM

14.1 On request by The Client, The Company will supply The Client with a copy of their website or software on CD-ROM, as long as there are no outstanding invoices relating to the project.

15. Website hosting

15.1 Where The Company undertakes to host The Client's website:

1. The Client will pay hosting charges monthly or annually by standing order or BACS at the agreed rate. See clauses 3.5, 4.1, 4.2 and 4.3 above about web hosting payments.
2. Users must not take part in any form of unsolicited bulk emailing or spamming from their hosted domain. Doing so breaks these terms and conditions and risks suspension of the website.
3. The Company is not liable for any loss or damage caused to The Client or The Client's business by the use or misuse, unavailability or removal of services, or downtime of a server.
4. Data stored on The Company's servers is backed up regularly, but we also recommend that you keep an independent backup of all data.
5. Disk space and bandwidth are set individually for each hosting account.
6. The Company offers 99% guaranteed uptime on all hosting.
7. The Company runs software to keep plugins and modules on WordPress websites automatically up to date. Any website display or functionality problems caused by these automated plugin updates will normally be put right free of charge, as long as the plugins were added by The Company during the website build. The Company cannot be held responsible for issues relating to add-ons or modules brought into the website by The Client or by any third party instructed by The Client.
8. Removing the "dijitul Updater" plugin from WordPress websites can result in immediate website suspension and/or financial penalties, because of the risk it poses to other websites on the server and to the server itself.
9. The Company will apply a standard charge of £50 + VAT to package and email source website files from The Client's website hosting platform. All outstanding invoices must be cleared before The Company can send the files.

16. Search engine optimisation

16.1 Where The Company undertakes search engine optimisation of a website, this is done on the condition that, where possible, satisfactory access to the website is provided by File Transfer Protocol (FTP). Alternatively, a copy of the website should be provided on a CD. In that case it is the responsibility of The Client to make sure alterations are uploaded correctly by The Client or a third party.

16.2 Where search engine optimisation is to be carried out and no further service has been ordered, the work is carried out on the understanding that no site redesign will be undertaken within three months of the first search engine submissions, as this could undermine the work carried out. Where a website is later redesigned, optimisation and promotion of the new site will not be considered part of the original order and will require a new agreement.

16.3 The Company has no control or influence over the operation of any third-party search engine or directory and cannot guarantee their service or continuity of service. Search engine and directory rules and algorithms may change at any time without notice, and while The Company tries to stay ahead of these changes, it cannot be held responsible for any losses incurred by The Client as a result of them.

17. FTP, third-party and root access

17.1 By requesting and receiving FTP or root access to The Client's website or server, The Client accepts full liability and responsibility for running and managing the website or hosting account and all associated files, and The Company will no longer support the website or server as part of any previous arrangement or project. Problems that arise could be the result of work done on the website or server by a third party, so it is unfair to expect The Company to resolve them for free.

17.2 If The Client gives CMS admin access to their website to a third party, The Client accepts full liability for any problems with content or functionality that can be affected by editing, removing or adding plugins and/or settings.

17.3 Any problems that arise after the details are sent to The Client or a third party chosen by The Client can be fixed, but will be charged at our full development hourly rate.

17.4 There is a minimum charge of £50 + VAT to reset FTP or root access, and there may be additional charges if things have been damaged or altered by The Client or the chosen third party.

18. APIs

18.1 The Company cannot be held responsible or accountable for any loss or damage to The Client's business or website caused by a problem with a third-party API.

18.2 Any fixes or amendments needed to The Client's website or software because of third-party API changes will be charged at our full development rate.

19. Mass emailing

19.1 Mass emailing from The Company's server(s) is not permitted in any way. Anyone found sending mass marketing emails from The Company's server(s) will have their account suspended and, in some cases, their hosting account terminated.

19.2 Any and all costs associated with removing IP addresses or domain names from blacklists will be passed on to the Client responsible for the problem.

The Company reserves the right to amend and update these terms and conditions at any time without notice.

Last updated: 27 February 2020.

GDPR hosting policy

Some basic information about how GDPR affects the web hosting we provide to our customers.

Is your site compliant?

We are unable to confirm that your own site or business is compliant. We can give you as much information as we have about our systems and security, but you will need to decide on your own compliance.

Where is your data located?

Our primary data centre is in Gloucester (UK) and hosts any website on the "host.dijitul.uk" physical dedicated server, or any dedicated server running the Plesk control panel.

Our secondary data centre is in London (UK) and hosts all our virtual dedicated servers for larger websites and specific larger projects.

Most of our third-party partners are considered data processors, and we, or our customers, are the data controller.

How secure is your data with us?

All personal information, both your own and that of your customers, is supplied to us through controlled processes protected by appropriate measures, including a minimum of 256-bit encryption.

You can access any of the data we store about you, but we cannot supply information from one of our customers' websites. You would need to contact that website directly.

All staff who have access to your data, or who collect data, have been trained on respecting customers' rights, collecting only the data that is needed, privacy by design and other privacy principles.

How secure are our data centres?

Our data centres are staffed 24 hours a day, every day of the year, with extensive physical security measures including strict access control and CCTV.

What is our own GDPR policy?

dijitul ltd complies with all data protection laws that apply to its operations. We are registered with the ICO.

GDPR is an evolution of privacy law, not a drastic departure from the laws and regulations that already govern our day-to-day operations. We welcome the changes as another step towards protecting our customers' privacy, and we work towards compliance as appropriate and necessary.

We store data as needed to manage and run your account, including for accounting, product configuration and other legitimate reasons.