Our policy is normally to use as much plain English as possible. However, in legal terms, where precision is vitally important, this can be something of a challenge. If you need clarification of any of these terms please get in touch before you place an order. If you go ahead and place an order (and we hope you do!) you will have agreed to be bound by them.
In the following terms and conditions, all reference to “we”, “us”, “our”, “Picture Engine”, “the Company” or “the supplier” shall mean Morthanveld Publishing Ltd trading as PictureEngine.co.uk. By placing an order with the Company you agree that these terms and conditions (and only these terms and conditions) shall apply to the execution of that order.
- Estimates and variations therefrom: Any estimates are provided in good faith, are based on the Company’s current costs of production and unless otherwise agreed are subject to amendment on or at any time after acceptance to meet rises and falls in those costs. The Company will use its best endeavours to make the client aware of any such variation. Any estimate issued by the company does not constitute an offer and acceptance of any order placed by the client is subject to the Company’s written confirmation. Additional costs for work undertaken and not specified in the original brief will be charged for. Such costs will be advised before the work is undertaken.
- Credit Accounts: Credit accounts can be set up and the Company’s terms are usually net 14 days from invoice subject to credit status. At the Company’s sole discretion, the initial agreement may require a deposit. If the value of your order exceeds your credit rating partial payment prior to delivery/commencing work may be required. Acceptable payment methods are noted on the Company’s invoice, but our preference is for payment by BACS. Any charges made by your bank in relation to their fees are outside our control and are payable by yourselves. Please note that for hosting and maintenance agreements the client is required to agree to payment by direct debit.
- Preliminary or Speculative Work: The company reserves the right at its sole discretion and expense to prepare visual or working web design samples as part of the estimating process. All work carried out, whether experimentally or otherwise, at the client’s request will be charged. We do not enter into preliminary or speculative work.
- Website Content: The client shall at its own expense provide the Company with any “input material” as reasonably required by the Company to provide the agreed services to the client.The client indemniﬁes and holds harmless the Company against any claims that the Company may be liable to as a result of any Input Material which is contrary to public interests and/or causes oﬀence. The client acknowledges that the input material cannot (i) reveal any conﬁdential or sensitive information (ii) be obscene, oﬀensive, hateful or inﬂammatory (iii) promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age (iv) infringe any copyright, database right or trade mark of any other person (v) breach any legal duty owed to a third party, such as a contractual duty or a duty of conﬁdence, (vi) contain viruses or other components which are harmful or have contaminating eﬀects on the Customer Website or any equipment connected to it (vii) be in contempt of court, advocate, promote, incite any third party to commit, or assist any unlawful or criminal act, or (viii) contain a statement which the client knows or believes, or has reasonable grounds for believing, that members of the public to whom the statement is, or is to be, published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism.
- Copyright: The client shall be responsible for obtaining all necessary authority to reproduce pictures, artwork, photographs, text etc. supplied by the client. The client will indemnify the Company and their agents for any claim arising therefrom.
- Company Imprint: Unless otherwise specifically agreed in writing, all work will carry our company imprint (and a link to our website) and the Client’s website may be used in the Company’s marketing materials. Removal of the company imprint may incur a one-off charge of £25 at the Company’s discretion.
- Retention of title: All development and design work will be undertaken on a subdomain of pictureengine.co.uk (for example “clientwebsite.pictureengine.co.uk”). Picture Engine may at its sole discretion require the payment of all monies due before transferring the site to a “live” domain (for example “clientwebsite.co.uk) and may at it sole discretion withhold access to the subdomain or any of the site design work until such monies are paid in full. See also (8) and (14) below.
- Delivery and Payment: Completion of a website construction will constitute delivery and a final invoice will be raised which will be due for payment in accordance with the terms stated thereon. On certain classes of work the Company reserves the right to insist on prior payment, including payment upfront before any work is undertaken or agreed staged payments. Should work be suspended or delayed at the request or fault of the Client then the Company shall be entitled to payment for all work already carried out. For websites not hosted by the Company, the Company reserves the right not to transfer the site to its final host until payment in full has been received.
- Domain Names: All names are registered and managed in accordance with the terms and conditions of the naming authorities (full details available on request). If a domain name is not managed by Picture Engine it is the responsibility of the client to renew the domain name on expiry. For domain names managed by Picture Engine it is the responsibility of the client to pay all hosting invoices promptly and within the agreed terms. See also (14) below.
- Completion dates: No completion dates can be guaranteed unless specified in writing by the Company. Any such agreed dates will be subject to the client not introducing any delays or making any amendments to the original brief. The Company shall not be responsible or liable for any costs arising from delays caused for whatever reason and shall not be liable for any claims for consequential loss arising from any delays. See also (11) below.
- Limit of Liability: The client agrees that the Company shall, under no circumstances, be liable for any special, indirect, incidental, punitive, exemplary or consequential damages resulting from loss of profits, arising out of or in connection with this Agreement. In particular the Company will not be liable for the following: (a) suspension or loss of your domain registration; (b) use of your domain registration; (c) interruption of your business; (d) access delays or interruptions to any website accessed by your registered domain name; (e) non-delivery, mis-delivery, corruption, destruction or modification of data.
- Website Promotion: Website promotion will be undertaken by the company if specified in your order confirmation. The Company is then responsible for carrying out a variety of SEO work but is unable to guarantee the results.
- Hosting: If a hosting agreement is entered into The Company shall host the client’s website on suitable third party servers and use its best endeavours to ensure that the site uptime is as high as is reasonably possible. The Company shall not be responsible for any failure of third party servers and the client agrees that the Company shall not be liable for any losses incurred by website downtime however that downtime shall occur. Hosting invoices are issued at the end of the month they apply to and must be paid by online direct debit – a direct debit agreement shall be submitted to the client for completion and no hosting will be set up until the direct debit agreement is completed.
- Maintenance: If a maintenance agreement is entered into the Company undertakes to use its best endeavours to ensure that all the maintenance operations specified in the initial order shall be carried out diligently. Examples of maintenance work include but are not limited to software updates, creating backup copies and Search Engine Optimisation. Maintenance invoices are issued at the end of the month they apply to and must be paid by online direct debit – a direct debit agreement shall be submitted to the client for completion and no maintenance will be set up until the direct debit agreement is completed.
- Clients Property: Whilst all due care is taken, the Company cannot accept any responsibility for loss or damage to artwork, photographs, transparencies etc. Any liability shall be limited to the cost of replacing the material. Should any such material have a specific value the Client should insure accordingly. Wherever possible the Company will ask the client to provide digital copies rather than original hard copy material.
- Late Payment & Insolvency: If the client (i) does not or cannot pay their debts as they become due or (ii) being a company is deemed unable to pay its debts or has a winding up petition issued against it or (iii) being a person commits an act of bankruptcy or has a bankruptcy petition issued against him/her, the Company without prejudice to other remedies shall a) have the right not to proceed further with the contract or any work for the client and shall be entitled to charge for work already carried out whether completed or not, such charge being a debt with immediate payment required; b) have the right to terminate any hosting agreements or name registrations and disconnect the site from the web at the expiry of 7 days notice. In the event of any such disconnection the Company shall charge a £50 administration fee which will be payable together with all outstanding monies due to the company prior to reconnection. In the event that the debt remains unpaid the Company may at its sole discretion take over ownership of the domain name. The company may reinstate your domain name registration at its sole discretion upon its receipt of the administration fee and all other outstanding monies.
- Law: Morthanveld Publishing Limited is a limited company registered in England & Wales, number 8598749. These conditions and all other terms of the contract shall be governed and construed in accordance with the laws of England. If any provision of these Terms is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Terms and the remainder of the provision in question shall not be aﬀected.