Terms and Conditions

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Terms and Conditions


The following Terms and Conditions apply to all services and products provided by Solutic.
These terms and conditions will prevail over any other terms, including those presented by the customer.


Acceptance

Any use or purchase of Solutic services means the Client has accepted these terms and conditions in full. It isn’t necessary for any Client to have signed an acceptance of these terms and conditions in order for them to apply, however Solutic may require that the client sign an acceptance to these terms and conditions and the contents of the quote. These terms and conditions are available on Solutic website.


Quotations, Charges and Payments

Any charges for services to be provided by Solutic are defined in the project quotation that the Client receives via email. Quotations are valid for a period of 30 days and Solutic reserves the right not to honour any quotation after expiry of the 30 days. Any price quoted is subject to BTW (unless specified otherwise).

Payment for bespoke website projects are split into 3 phases unless otherwise specified in the signed quotation:
• 40% first payment, at the beginning of the project.
• 40% second payment, during project implementation.
• 20% final payment, when your order is processed, or when the Client puts the project ‘on hold’ for more than 30 days.

If the Client fails to provide information required to continue the project within 30 days of Solutic request, the project will be considered as ‘on hold’ and the final amount will be billed.

If the client wishes to change the design of website project after ‘design sign off’, an additional charge will be payable. The amount will be quoted for by Solutic and is dependent on the level of changes and current stage of the project.
If the design changes are significant and the supplied content has been added to more than half the total number of pages, the charge would be 90% of the project.
If the design changes are significant and only the home page has been coded, the charge would be 50% of the project. Supplied content includes the first draft or content taken from previous websites.
If monthly payments are agreed, they must be paid on the same day each month until the total is reached, regardless of the stage of the project.
If monthly project payments are agreed, they must be paid on the same day each month until the total is reached, regardless of the stage of the project.
Value hosting packages are billed annually, VPS and dedicated solutions are billed monthly.

Payment for graphic design and print work is required in advance unless otherwise agreed on a signed quotation. Payment for services is due by cheque, card payment, cash or bank transfer. Cheques should be made payable to Solutic and sent to Solutic, bank details will be made available on invoices. If additional services are required that are not expressly written in the agreed quote, additional costs will be agreed and charged as extra. Any verbal or written agreement by the Client will be considered as consent.

The Client may be asked to confirm by email that they agree to the additional cost. Payments are due within fourteen (14) days of the invoice. Accounts that have not been settled within fourteen (14) days of project sign off’ will incur a late payment charge of 10% of the amount outstanding. The Client may also be charged statutory interest pursuant to the late payment legislation.If the project is online, full publication of any web content may take place only after full payment has been received. Any material previously published may be removed if payment is not received. When this occurs a minimum charge of 50€ + BTW will be required to have the online content restored.


Commencement, Progression, Lead Times and Sign Off

Solutic will commence work on a project on the agreed start date once a signed quotation and the full deposit amount due have both been received from the Client.
The Client agrees to delegate a single individual as a primary contact to aid Solutic with progressing any project in a satisfactory and expedient manner.
The Client agrees to provide Solutic with a designated email address for the purposes of communication regarding any project or services and ‘project sign off’ thereof.
The Client agrees to provide Solutic with all the required information to complete a project in advance to ensure that work is carried out to the project lead time.
The Client acknowledges that all completion dates and lead times provided by Solutic regarding a project are advisory only and that Solutic cannot guarantee project completion dates or lead times.

At the completion of the project, the Client will be asked to provide ‘project sign off’. The Client can provide ‘project sign off’ by acknowledging the website is ready to go live. At this time the remainder of the amount due will become payable. An invoice will be provided. If ‘proejct sign off’ confirmation is not received from the Client within seven (7) days of the date of notification from Solutic, ‘project sign off’ will be deemed to have been provided and the project approved by the Client.If at ‘sign off’ the Client wishes amendments to be made to the project (within the remit of the specification document originally provided by Solutic), all details must be provided to Solutic in a single email or document clearly outlining the amendments to be made. This email or document must be provided by the Client within 48 hours of the date of notification from Solutic.

Solutic will not accept any further amendments to the project in addition to those detailed in the email or document provided by the Client, unless the client is willing to pay additional fees for these additional services (POA). Solutic will also not accept amendments to the project after 48 hours have elapsed from the date of notification from Solutic. Any further requests for changes may be liable to additional fees to be confirmed depending on the exact nature of the work.


Payment

Payment will be due within fourteen (14) days of ‘sign off’. Accounts that have not been settled within fourteen (14) days of ‘project sign off’ will incur a late payment charge of 10% of the amount outstanding. The Client may also be charged statutory interest pursuant to the late payment legislation.If the project is a website or other online material, any publication may take place only after full payment has been received, regardless of any outstanding work Solutic has agreed to do in the future. Any material previously published may be removed if payment is not received. When this occurs a minimum charge of 50€ + BTW will be required to have the online content restored.


Default

The Client’s account shall be considered default if it remains unpaid for fourteen (14) days from the date of the invoice from Solutic, or following a returned cheque. Solutic shall be considered entitled to remove Solutic and/or the Client’s material from any and all computer systems, and disable any services provided, until the amount due has been fully paid. This includes any and all unpaid monies due for services, including, but not limited to, hosting, domain registration, design, maintenance, additional website features, copywriting, print work, photographers and video work. Removal of such materials does not relieve the Client of its obligation to pay the due amount. Clients whose accounts become default agree to pay Solutic reasonable legal expenses and third party collection agency fees in the enforcement of these Terms and Conditions.


Termination

To terminate a project the Client must provide a termination request in writing.Any deposit paid is non-refundable unless no work has been started.The client must pay any outstanding invoice and for any work that is not covered by the deposit. For bespoke websites, the deposit covers the initial design and the build of the home page. The Client will pay for any additional pages added. If all the initially agreed pages have been added, the client must pay 100% of the project cost, regardless of whether there was additional content to be added or changes to be made to those pages. If not all pages have been added, the project completion will be calculated by the amount of pages added containing at least some of the content provided by the Client. Content provided by the Client includes first draft content and content taken from an existing website. All work done by Solutic will remain the property of Solutic when the project is terminated. Solutic may use all or part of the work completed in other projects.


Copyrights and Trademarks

By supplying artwork, text, images and other data to Solutic for inclusion in the Client’s website or other medium, the Client declares that it holds the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the Client, or rightful copyright or trademark owner. It is the Client’s responsibility to ensure that they have obtained the necessary copyright or permissions to use any asset (including but not limited to, images, text, graphics, audio clips, video or other digital files) used within any website, email, print media or other marketing created or amended by Solutic for the Client, irrespective of whether those assets have been sourced by Solutic or the Client.

The Client agrees to fully indemnify and hold Solutic, its employees, agents and sub-contractors free from harm in any and all claims resulting from the Client in not having obtained all the required copyright, and/or any other necessary permissions. Should Solutic, or the Client supply an image, text, audio clip or any other digital file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium believing it to be copyright and royalty free, which subsequently emerges to have such copyright or royalty usage limitations, the Client will agree to allow Solutic to remove and/or replace the file on the site.

The Client agrees to fully indemnify and hold Solutic, its employees, agents and sub-contractors free from harm in any and all claims resulting from such copyright or royalty usage limitations. Any artwork, images, or text supplied and/or designed by Solutic on behalf of the Client, will remain the property of Solutic and/or its suppliers until full payment is received. (If a choice of design is presented, only one solution is deemed to be given by Solutic as fulfilling the contract. All other designs remain the property of Solutic, unless agreed in writing that this arrangement has been changed.) If any image(s), Royalty Free or Right Managed are purchased on behalf of the Client, upon full reimbursement of the associated cost to Solutic the Client shall hold full rights to these image(s).

The Client may request in writing from Solutic, the necessary permission to use materials (for which Solutic holds the copyright) in forms other than for which it was originally supplied, and Solutic may, at its discretion, grant this. Such permission must be obtained in writing before Solutic will allow any of the aforesaid artwork, images, text, or other data to be used. By supplying images, text, or any other data to Solutic, the Client grants Solutic permission to use this material freely in the pursuit of the design.In any web-based projects, a link to Solutic will appear in either small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. If a Client requests that the design credit be removed, a nominal fee will be charged. The Client also agrees that the website developed for the Client may be presented in Solutic.


Indemnity

The Client shall defend, indemnify and hold harmless Solutic, its employees, agents and subcontractors against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with the Client’s use of Solutic services.In defence or settlement of any claim, Solutic may procure the right for the Client to continue using Solutic services, replace or modify any services or software so that they become non-infringing or, if such remedies are not reasonable available, terminate this agreement on 7 Business Days’ notice to the Client without any additional liability or obligation to pay liquidated damages or other additional costs to the Client.In no event shall Solutic, its employees, agents and sub-contractors be liable to the Client to the extent that the alleged infringement is based on:

• A modification of any services or software by anyone other than Solutic; or
• The Client’s use of any services or software in the manner contrary to the instructions given to the Client by Solutic; or
• The Client’s use of any services or software after notice of the alleged or actual infringement from Solutic or any appropriate authority.

The foregoing states the Client’s sole and exclusive rights and remedies, and Solutic (including Solutic employees’, agents’ and sub-contractors’) entire obligations and liability, for infringement of any patent, copyright, trade mark, database right or right of confidentiality.


Limitation of Liability

The following five (5) clauses, set out the entire liability of Solutic (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Client in respect of:

a) Any breach of these terms and conditions;
b) Any use made by the Client of any of Solutic services or software or any part of them; and
c) Any representation, statement or tortious act or omission (including negligence) arising under or in connection with these terms and conditions.


Except as expressly and specifically provided in these terms and conditions:

a) The Client assumes sole responsibility for results obtained from the use of any of Solutic services or software by the Client. The Client assumes responsibility to check any project for spelling mistakes, broken links, broken contact forms or e-commerce checkouts prior to launch. Solutic shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Solutic by the Client in connection with any services, or any actions taken by Solutic at the Client’s direction;
b) All warranties, representations, conditions and all other terms of any kind whatsoever implied by Statute or Common Law are, to the fullest extent permitted by applicable law, excluded from these terms and conditions; and
c) Any services or software are provided to the Client on an “as is” basis.

Subject to the following two (2) clauses, Solutic shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under these terms and

Solutic shall not be liable for downtimes, interference in the form of hacking, virus, disruptions, interruptions, faulty third-party software, search engines or websites on which a service is dependent or other deliveries from a third party.

Solutic shall use its reasonable efforts to assist in remedial efforts if so requested by the Client. Any work connected with remedial efforts as described above shall be charged to the Client separately in accordance with these terms and conditions at Solutic discretion.

Solutic shall not be liable for any changes made without notice by the Client or a third party employed by the Client to domain names, websites, links, technical setup etc. and affecting any services delivered by Solutic. Preceding or subsequent work connected with any adjustments required as a result of such changes shall be charged to the Client in accordance with these terms and conditions at Solutic discretion.

Solutic shall use all reasonable endeavours to deliver services relating to search engine optimisation, links, advertisements, banners, pay per click (PPC) and Google Analytics in accordance with the guidelines applicable to the relevant search engines. However, Solutic shall not be liable for delayed or non-conforming performance due to changes made to standard terms, assessment algorithms, search criteria, viewing policy, prices and campaign offers or other matters beyond Solutic control and reserves the right to make changes to services as a result of the same. In addition, Solutic shall not be liable for other changes or discontinuation of search engines.


Pay Per Click (PPC) Services

The Client acknowledges the following with respect to PPC services:

a) Solutic does not in any way guarantee the results or effects of its PPC services.
b) The Client accepts that Solutic does not and cannot guarantee the number of occasions when an advert may be displayed by the search engine or social media platform.
c) The Client accepts that Solutic does not and cannot guarantee the number of clicks the Client’s adverts might receive.
d) The Client accepts that Solutic does not and cannot guarantee any specific position or ranking on any search engine, or the increase of any business to the Client in respect of any PPC service.

The Client acknowledges and accepts that Solutic shall set up and retain a PPC account in the Solutic own name which shall be used in connection with the Client’s PPC campaign. The PPC account shall belong to Solutic and Solutic shall not be obliged to provide the Client with access to, or notify the Client of any details contained within PPC account. These accounts include, but are not limited to, Google Adwords, Facebook, Bing Ads and Linked In.

The Client acknowledges and accepts that Solutic makes no representations in relation to its fixed charges in connection with any PPC services or how such charges are allocated or broken down, save that:

a) Solutic does not receive any commission from Google, Facebook or Bing.
b) Solutic does not charge any uplift on Google’s, Facebook’s or Bing’s advertising charges.

Solutic reserves the right to cancel the service at any time. In this event the Client will not be required to pay for the remaining period of service. The agreement, unless otherwise terminated as provided in this clause, shall continue for the duration specified in the term of the agreement and, thereafter, the agreement shall be automatically renewed for successive periods of the same duration, unless either party notifies the other party of termination, in writing, at least 7 days before the end of the initial duration or any renewal period, in which case the agreement shall terminate upon the expiry of the applicable duration or renewal period.
Additional Services not listed in the agreement will be provided by Solutic subject to a quotation which will be charged according to the specification of work required and thereby agreed by the Client. Payment is to be made by iDEAL into a nominated bank account of Solutic choice.

Solutic will not be responsible for any damages the Client’s business may suffer. The Client agrees that it shall defend, indemnify, save and hold Solutic, its agents, its customers, officers and employees harmless from any and all demands, liabilities, losses, costs and claims, including reasonable solicitor’s fees asserted against Solutic, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed by its agents, employees or contractors. Solutic makes no warranties of any kind, expressed or implied for services it provides. Solutic disclaims any warranty or merchantability or fitness for a particular purpose.

The Client agrees to defend, indemnify and hold harmless Solutic, its agents, its customers, officers and employees, against liabilities arising out of:

a) Any injury to person or property caused by any products sold or otherwise distributed in connection with Solutic.
b) Any material supplied by the Client infringing or allegedly infringing on the proprietary rights of a third party.
c) Copyright infringement.
d) Loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by Solutic and its employees.

It is recommended that the Client keeps a backup of its important data. Solutic reserves the right to revise its PPC policies at any time.


Search Engine Optimisation (SEO) Services

For the purposes of SEO services, the Client agrees to provide the Solutic with:

(a) Authorised FTP and CMS access to the main site for uploading new pages, and making changes for the purpose of optimisation.
(b) The Client authorises Solutic use of all logos, trademarks, website images, etc., for use in creating informational pages and any other uses as deemed necessary by Solutic for search engine positioning and optimisation.

The Client acknowledges the following with respect to services:

a) Solutic has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future.
b) The Client website may be excluded from any search engine or directory at any time at the sole discretion of the search engine or directory.
c) Due to the competitiveness of some keywords/phrases, on-going changes in search engine ranking algorithms and other competitive factors, Solutic can never guarantee #1 positions or consistent top 10 positions in search engines for any particular keyword, phrase or search term.
d) It is solely at the discretion of the search engines themselves to list the Client website.
e) Occasionally, search engines will stop accepting submissions for an indefinite period of time. Occasionally, search engines will drop listings for no apparent or predictable reason. Often listings will “reappear” without any additional submissions.

Solutic is not responsible for changes made to the Client website by other parties that adversely affect the search engine rankings of the Client website. Additional Services not listed in the agreement will be provided by Solutic subject to a quotation which will be charged according to the specification of work required and thereby agreed by the Client. Payment is to be made by iDEAL into a nominated bank account of Solutic choice. Solutic is not responsible for the Client overwriting SEO work to the Client website.

For example, the Client’s webmaster, employees, contractors, agents or administrators making changes and uploading over work already provided.The duration of the service will be specified in the agreement alongside a commencement date.

Thereafter, without 30 days prior notice of cancellation from the Client, Solutic will continue to provide SEO services for a period of the same duration. Solutic reserves the right to cancel the service at any time. In this event the Client will not be required to pay for the remaining period of service. There is no cancellation period offered during the period unless agreed otherwise in writing by Solutic.

The agreement shall continue for the duration specified and, thereafter, the agreement shall be automatically renewed for successive periods of the same duration, unless: Either party notifies the other party of termination, in writing, at least 30 days before the end of the initial duration or any renewal period, in which case the agreement shall terminate upon the expiry of the applicable duration or renewal period.

Solutic will not be responsible for any damages the Client’s business may suffer. The Client agrees that it shall defend, indemnify, save and hold Solutic, its agents, employees or contractors harmless from any and all demands, liabilities, losses, costs and claims, including reasonable solicitor’s fees asserted against Solutic, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed by its agents, employees or contractors. Solutic makes no warranties of any kind, expressed or implied for services we provide. Solutic disclaims any warranty or merchantability or fitness for a particular purpose.

The Client agrees to defend, indemnify and hold harmless Solutic, its agents, employees or contractors against liabilities arising out of:

a) Any injury to person or property caused by any products sold or otherwise distributed in connection with Solutic
b) Any material supplied by the Client infringing or allegedly infringing on the proprietary rights of a third party;
c) Copyright infringement.
d) Loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by Solutic and its employees.

It is recommended that the Client keeps a backup of its important data. Solutic reserves the right to revise its SEO policies at any time.


Social Media Services

For the purposes of providing Social Media services, the Client agrees to provide Solutic with:

1- Log in details for any existing accounts for the websites listed in the agreement.
2- Authorised use of all of the Client’s logos, trademarks, web site images, etc., for use in posts on the websites listed in the agreement.

The Client acknowledges the following with respect to services:

1- Solutic has no control over the policies of the websites listed in the agreement.
2- The Client’s account may be excluded from any of the websites listed in the agreement at any time at the sole discretion of the website.

The Client agrees to defend, indemnify and hold harmless Solutic against liabilities arising out of:

a) Any injury to person or property caused by any products sold or otherwise distributed in connection with Solutic
b) Any material supplied by the Client infringing or allegedly infringing on the proprietary rights of a third party;
c) Copyright infringement.

The customer assumes all responsibility for the contents of the files submitted for printing. Solutic hereby excludes itself, its Employees and or Agents from all and any liability from:

a) Loss or damage caused by any inaccuracy in the files submitted for printing;
b) Loss or damage caused by omission in the files submitted for printing;
c) Loss or damage caused by delay or error, whether the result of negligence or other cause;
d) Loss or damage to clients’ artwork/photos, supplied for printing. Immaterial whether the loss or damage results from negligence or otherwise.

The customer agrees to fully indemnify and hold Solutic, its Employees and or Agents free from harm, loss or damage in any and all claims resulting from any of the reasons listed in the previous clause, points a to d.

Any costs arising from the need for reprinting for any purpose are the sole responsibility of the customer and thus payable by the customer.

The customer assumes all responsibility for the contents of the files submitted for printing. Solutic hereby excludes itself, its Employees and or Agents from all and any liability from:

a) Loss or damage caused by any inaccuracy in the files submitted for printing;
b) Loss or damage caused by omission in the files submitted for printing;
c) Loss or damage caused by delay or error, whether the result of negligence or other cause;
d) Loss or damage to clients’ artwork/photos, supplied for printing. Immaterial whether the loss or damage results from negligence or otherwise.

The customer agrees to fully indemnify and hold Solutic, its Employees and or Agents free from harm, loss or damage in any and all claims resulting from any of the reasons listed in the previous clause, points a to d.

Any costs arising from the need for reprinting for any purpose are the sole responsibility of the customer and thus payable by the customer.


Domain Name and Web Hosting Services

Transition and Implementation

At the request of the Client, Solutic will transfer the Website from its development servers to Solutic servers. If the Website is being transferred to or from any third party host, an hourly rate of €50 + BTW will be charged, unless otherwise stated in the quote. Bespoke Website quotes usually include one (1) hour of 3rd party installation / transfer time. Solutic will implement the hosting of the Website within ten (10) working days after the date of receipt of a copy of the Website. Within five (5) working days following notification from Solutic that the transfer of the Website to Solutic servers has been completed, the Client will comprehensively test the hosting of the Website and will inform Solutic of the results of those tests.

Maintenance

Solutic may suspend public access to the Client’s website in order to carry out scheduled maintenance or repairs. Subject to this, Solutic will use its best endeavours to maintain the Website availability.On Solutic standard shared hosting packages, Solutic will make back-ups of the Client’s Website every week, and will retain such back-ups for twenty (30) days.

Client Responsibilities

The Client will provide Solutic with all co-operation, information and documentation reasonably required for the implementation and hosting of the Website, and the Client will be responsible for procuring any third party co-operation reasonably required for the implementation and hosting of the Website.Hosting services are provided to the Client only, and the Client may not resell the hosting services to any third party.

Domain Name and Web Hosting Charges and payment

Solutic will issue invoices for the Charges to the Client. The Client will pay the Charges to Solutic, annually in advance for standard packages, and monthly for VPS or dedicated solutions. Charges must be paid by bank transfer or by cheque (using such payment details as are notified by Solutic to the Client from time to time).If the Client does not pay any amount properly due to Solutic under or in connection with these Terms and Conditions, Solutic may charge the Client statutory interest pursuant to the late payment legislation.