These are our terms and conditions for trading. If you accept a quote or estimate that we supply, then you accept them and agree to be bound by them.
1.1 Hardman Design Associates will provide you with the services set out in the design agreement. Only those services mentioned will be provided by Hardman Design Associates and any amendments, add-ons or schedule changes must be agreed in writing. This and the following clauses are the general terms and conditions on which those services are supplied and together with any design agreement form the total agreement between us.
2.1 You must pay all charges as set out in the design quotation. As prices quoted by Hardman Design Associates may change at any time without notice, please check the price on your design agreement before confirmation. Cost estimates and quotations are valid for a period of 30 days unless otherwise stated. In the case of an estimate, the final cost may vary from that given.
2.2 You will remain liable for all fees during any period when services have been discontinued or suspended due to a failure on your part to comply with these terms and conditions.
2.3 You will be invoiced as agreed in your design agreement, or if no invoicing details are given then 50% of the total sum will be required before commencement, and the remainder upon completion. All accounts are payable before delivery of final artwork or uploading of final files to live sites.
2.4 We understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to agreed credit terms. Ownership of all printed material and intellectual property rights remain with us, Hardman Design Associates, until payment.
2.5 You must pay Hardman Design Associates charges without any set off, counter claim or deduction unless same is agreed in writing between us.
2.6 Hardman Design Associates reserves the right to prioritise early paying clients and to charge urgency fees for turnaround within 3 working days.
2.7 Agreed costing is conditional on you supplying data required for work within 10 working days of confirmation of order or as agreed. Hardman Design Associates reserves the right to revise costings if that condition is not met in line with charges applying at the relevant time.
2.8 No final artwork, printed material or files will be delivered until final invoices are paid in full. Payment by cheque will necessitate waiting for clearance before supply of files. Delivery being one or more of the supply of printed material; the supply of final artwork digital files to printer, on disk, via email or uploaded to nominated ISP. Source/construction files remain the property of Hardman Design Associates unless arranged otherwise.
2.9 Quotations and estimates which include print work will allow for Hardman Design Associates to procure, manage and deliver the finished work from a printer, and to resolve any issues that arise during that process. For jobs which are design only (i.e. if you arrange the printing yourself, or via a third party) the responsibility of Hardman Design Associates extends only to supplying you with the finished artwork files ready for print.
3.1 All terms conditions, warranties, undertakings inducements and representations, whether express or implied, statutory or otherwise relating to the provision of services by Hardman Design Associates not contained in the Agreement are excluded and Hardman Design Associates WILL NOT ACCEPT LIABILITY FOR ANY LOSS OR DAMAGE (INCLUDING CONSEQUENTIAL LOSS OR DAMAGE) HOWEVER CAUSED (WHETHER BY NEGLIGENCE OR OTHERWISE) WHICH MAY BE SUFFERED OR INCURRED OR WHICH MAY ARISE DIRECTLY OR INDIRECTLY with respect to the service.
3.2 Where any applicable legislation implies any term, condition or warranty into the Agreement or in respect of Hardman Design Associates relationship with you, or otherwise gives you a particular remedy against Hardman Design Associates and the legislation or any other legislation renders void or prohibits provisions excluding or modifying the application of, exercise of, or liability under such implied term, condition, warranty or remedy will be deemed to be included in the Agreement or as the case may require apply to the relationship between Hardman Design Associates and you. However, Hardman Design Associates liability for any such breach of such implied term, condition or warranty or under such remedy, will be limited, at Hardman Design Associates option, in any one or more of the ways permitted in that legislation, including, where so permitted if the breach relates to Services the supplying of those services again or the payment of the cost of having those Services supplied again.
3.3 You acknowledge that online and printed work is not guaranteed to be 100% error free and acknowledge that the existence of errors falling short of a complete failure of consideration shall not constitute a reason to terminate this agreement.
3.4 All content provided for use online may be published on the internet and as such cannot be fully protected from copying or downloading by anybody.
4.1 Hardman Design Associates reserves the right to suspend services in any case where you fail to perform your obligations under this agreement. If payment for services is not received within the terms of payment stipulated by us websites may be taken down or delivery of printed material may be withheld until payment is confirmed.
4.2 Hardman Design Associates may from time to time and without notice or liability to you suspend any of the services if the reason for doing same is an event beyond the reasonable control of Hardman Design Associates.
5.1 Hardman Design Associates may discontinue services if an amount payable to Hardman Design Associates is overdue or take down a website permanently in any case where an amount payable is overdue by more than 30 days. In any such event, you remain liable for the total cost of the contract including all disbursements; unless otherwise agreed between the parties.
6.1 You will be solely responsible for the content you provide. Hardman Design Associates is not responsible for proof reading any content unless specifically agreed.
6.2 Hardman Design Associates makes no representations to you concerning the content or functionality of your website beyond that in the design agreement. It is your responsibility to ensure that it meets your requirements.
6.3 If you provide Hardman Design Associates with goods, material, photographs, film, data or information to be used in any form, you hereby warrant that these do not infringe the rights of third parties and indemnify Hardman Design Associates against any action taken against Hardman Design Associates by any such third party.
6.4 Without limiting the generality of the foregoing, you agree not to infringe the copyright trademark, privacy or personal or proprietary rights of third parties, supply or issue libelous, abusive, obscene material, distribute spam, warez or malware, or disparage the products or services of any third party.
6.5 Hardman Design Associates for its part hereby undertakes not to knowingly infringe the rights of third parties in activities conducted on your behalf.
6.6 You are solely responsible for dealing with persons who access your data or webpage and warrant that you will not refer complaints or inquiries in relation to such data to us.
7.1 Technical assistance via telephone, remote login or email will be offered. Queries taking more than 15 minutes to deal with or site maintenance will be charged at hourly rates.
8.1 If you choose to organise your web hosting arrangements yourself, final exported sites will be uploaded to your preferred host company or supplied on disk to you at the cost agreed in the design agreement. If you prefer to use alternative hosting then full access to the alternative server will be required, and it must be adequate to host the site.
8.2 Please note that Hardman Design Associates accepts no responsibility for delays or down time, breakdowns or data loss caused by Internet Service Providers (ISPs).
8.3 Supervised hosting means that the website and email service will be hosted on Hardman Design Associates own server or another equivalent server. Hardman Design Associates will oversee the technical management of the server. A local copy of static elements of the site is kept. You accept that this is not a fully backed-up service. Full back-up is available on request but there will be an extra cost for this. Any downtime will be investigated and rectified. In case of failure the static elements of the site will be restored, but data held in databases may be lost.
9.1 The parties agree that if any dispute should arise under this agreement, attempts in good faith by both parties will be made to resolve the matter fairly before resorting to court procedures. In doing so, each party agrees to use its best endeavour to:
-Clearly communicate in writing the background facts leading to or causing the dispute.
-Set out clearly what action is required to settle the dispute.
-Select a way of resolving the dispute and explain why that way of resolving the dispute can be said to be a fair resolution.
-Discuss specific means of avoiding such disputes in the future.
9.2 Attempts to resolve the dispute must follow the following procedure:
a) The person complaining shall set out in writing the background, the issues and the outcome desired.
b) The person to whom the complaint is addressed will reply in writing within 10 business days to each issue in dispute setting out its perspective on the issue and the outcome desired.
c) If the dispute is not resolved in accordance with this exchange of written issues and outcomes, then the complainant will raise the matter with a neutral professional adviser or Alternative Dispute Resolution (ADR) provider listed in a relevant publication of the Department of Workplace Relations and Small Business or similar government department within 10 business days.
d) If the dispute is not resolved in accordance with such reference, the matter shall be referred to a single agreed arbitrator within 10 business days; whose decision shall be final.
e) In the case of disagreement on the appointment of a single arbitrator, then the parties shall be entitled to nominate one independent arbitrator with 7 days of disagreement and a coin will be tossed by an independent person to decide which will act as arbitrator of the dispute.
f) Action taken to settle the dispute at each stage must be undertaken promptly and the parties shall equally share the costs associated with the dispute settlement procedure.
10.1 All creation files remain the property of Hardman Design Associates.
10.2 The copyright to the work or any part of it, where held by Hardman Design Associates, remains with Hardman Design Associates and is licensed for use in the work/s identified in the design agreement only unless otherwise stated. Other material remains the copyright of the copyright owner unless explicitly transferred. If the client wishes to obtain the copyright outright or wishes to use material (e.g. text, a photograph or graphic image) for other purposes, then the client must seek the consent of Hardman Design Associates and/or the copyright holder to do so. The client is to supply all materials and information required for Hardman Design Associates to complete the work in accordance with the agreed specification. Such materials may include, but are not limited to, photographs, written copy, logos and other printed materials. Such materials remain the copyright of the copyright holder. The client will obtain all the necessary permissions and authorities in respect of the use of all copy, graphic images, images of persons, logos, names and trademarks or any other material it supplies. This is to include any and all model release agreements for images of identifiable individuals. Hardman Design Associates will not undertake any checks on such permissions and authorities which responsibility remains with the client.
10.3 Nothing in this agreement shall restrict the right of Hardman Design Associates to reproduce, use, disclose, display, exhibit, transmit, perform, create derivative works, trade and distribute any item created or modified under this agreement for any purpose unless specifically agreed otherwise. Further, Hardman Design Associates shall be free to use any ideas concepts know-how or techniques acquired in undertaking work on your behalf for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products and other items incorporating such information unless specifically agreed otherwise.
10.4 Hardman Design Associates complies with the requirements of the Data Protection Act relating to personal data.
10.5 Hardman Design Associates will respect the confidentiality of client data but it is the responsibility of the client to inform Hardman Design Associates at the start of the agreement of the nature and extent of any confidential data used under this agreement, and to advise of any special precautions or provisions which must be made to maintain this confidentiality both during and after the agreement. This includes any restriction on the retention of files, use of material for publicity, and reuse of material for other purposes. See also 3.4 above.
11.1 If any of these terms and conditions (or part of them) is void or unenforceable, it is taken to be removed and no longer forms part of the Agreement between us. The remaining terms and conditions remain in full force and effect.
11.2 Written communications between us may take the form of letters, formal documents, faxes or emails.
11.3 Hardman Design Associates may require a personal guarantee from the Director of a company in cases where files/artwork is required before payment.
Hardman Design Associates
3 Welbeck Street, Worksop, Nottinghamshire, S80 1PY
Call: 0744 304 7819
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