Terms of Business
GENERAL
EC Marketing Communications Ltd trading as: EC Design and Marketing (the Company or EC)1. These conditions apply to all goods and services supplied by EC Marketing Communications Ltd trading as: EC Design and Marketing. The prices charged by this company have been calculated to take account of the obligations imposed by these conditions.
2. The following conditions apply to all services supplied by EC Marketing Communications Ltd trading as: EC Design and Marketing. ('The Agency').
2.1 All work will be supplied as specified and agreed with the Client. For accounts which fall below the Agency's minimum requirements as specified from time to time or for accounts which in the opinion of the Agency required an unusual amount of extra servicing, the Agency reserves the right to increase its fees in accordance with the work done by the Agency.
2.2 The Agency will aim to provide Clients with a guide to external costs involved (e.g. web hosting/photography requests) in the quote, but reserves the right to pass on any changes in external costs to the Client.
2.3 The Agency will reserve the right to terminate any contract forthwith.
2.3.1 Where an invoice remains unpaid by the client for a period of one month after the date when the payment becomes due and the Agency shall be entitled upon termination to cancel any contracts arranged by it between the Agency and the Clients.
COPYRIGHT AND DESIGN
3. Unless otherwise agreed in writing, the Agency reserves the copyright or like rights in any publication, illustration, slogan, concept, promotional data, plan, drawing, material or other data supplied to the Client.3.1 EC DESIGN AND MARKETING shall not without the prior written consent of the Client use or adopt their logo and/or the client trading name or take any action that in anyway may cause damage to the clients reputation or commercial standing.
SUB-CONTRACTING
4. The Agency may sub-contract any parts of the work or services to be provided, but shall remain liable to the Client for the proper performance or its obligations.PRICES
5. All quotations, tenders, estimates are based on current prices and are subject to amendment on or after acceptance to meet any rise or fall in the price of materials, components, external hosting and other items.5.1 The Agency reserves the right to submit interim accounts from time to time where work is on-going in nature.
5.2 The Agency reserves the right to request a payment of 25% of the final cost of project to cover external costs and initial design work as stated in the quote. The Agency reserves the right to await payment before embarking on any work.
OWNERSHIP OF GOODS
6. All work carried out by the Agency will remain the property of the Agency until full payment has been received.
6.1 On any payment from the Client to the Agency becoming overdue, the Agency may at anytime (and without prejudice to any of its other rights) recover or resell the goods supplied including removing a website from the server.
PAYMENT
7. Except and to the extent otherwise stipulated in the relevant quotation or order, payment for goods and services shall be due on the terms stated on the invoice to the Client. The Agency reserves the right to charge interest at the rate of 6% above the Lloyds TSB Minimum Lending Rate for the time being, on overdue accounts from the date which they become due until the date of payment.7.1 Any outstanding balance of the purchase price shall become due immediately on the commencement of any action or proceedings concerning the Client's solvency.
RISK
8. Unless otherwise agreed or stated in the Agency's quotation, risk in respect of goods shall pass to the Client when the goods are dispatched from the Agency's premises.
WARRANTY
9(a) The Agency will rectify any defect provided that:(i) the client notifies the Agency of any claim within 30days of delivery of job.
(ii) the Agency is allowed a reasonable opportunity to inspect materials so as to confirm that it is defective.
(iii) the goods have not been modified, mis-handled or mis-used.
INDEMNITY
10. The Agency shall not be required to display any matter which in its opinion which is or maybe of illegal or libellous nature or an infringement of the proprietary or other rights of any third party.10.1 The Client acknowledges that any work prepared by the Agency is on the basis of information supplied by the Client. Accordingly, the Client will indemnify the Agency against:
(a) any claims, cost and expenses arising out of any illegal or libellous or otherwise actionable matter or any infringement of copyright patent design or of any proprietary rights. The indemnity shall extend to any amounts paid on the advice of the Agency's solicitors in settlement of any claims.
(b) any legal costs incurred by the Agency in connection with any proceedings brought against it in the Trade Description Act 1968 in which either of the statutory defences are proved.
INTERPRETATION
11(a) In these Conditions of Sale: 'Consent' means consent in writing. 'The Agency' includes the servants, employees, carriers and subcontractors of the Agency. 'Order' means an order that has been accepted by the Agency.APPLICABLE LAW
12. These conditions are to be construed and operated in accordance with English Law and any dispute arising under them or any order shall be settled in the Courts of England.
INTELLECTUAL PROPERTY & INTELLECTUAL PROPERTY RIGHTS
13. All project work, retainer work, fee-paid or free client work produced by EC DESIGN AND MARKETING remains the Intellectual Property of EC DESIGN AND MARKETING and is therefore owned by EC DESIGN AND MARKETING unless the transfer of IP is agreed in writing at the beginning of a project or agreed during a project phase.
13.1 Transfer of IP ownership can be quoted on request and is never quoted as a matter of course. Certain aspects (such as illustrations and photographic images etc) provided by third-parties to EC DESIGN AND MARKETING for the purposes of final client delivery are subject to shared IP, owned jointly between the supplier and EC DESIGN AND MARKETING, with all copyrights recognised. The client can also ‘share’ in IP though Intellectual Property Rights.
13.2 All client work is subject to Intellectual Property Rights, given by EC DESIGN AND MARKETING to the client. The term "Intellectual Property Rights" means, copyrights, database rights, rights in logos, content, inventions, trade secrets and know-how, patents, all rights of whatever nature in computer software and data, all rights of privacy and all intangible rights and privileges of a nature similar to any of the above, in every case in any part of the world and whether or not registered; and including all granted or pending registrations, and all rights to make applications for registration in respect of any of the same. Essentially, this means that a license to use any or all of these elements within the context of normal client business are allowed and conferred to the client as part of the commission of and production of client work and assets. This same license is also extended to agencies of the client, whether present or future, who might, in the course of normal client business and support, need to utilize any or all of the assets where IP is owned by EC DESIGN AND MARKETING.
13.3 All Intellectual Property Rights in the Content and design of websites and any material emailed to the client or otherwise supplied to the client in conjunction with online projects are the property of EC DESIGN AND MARKETING. You may not use or reproduce any EC DESIGN AND MARKETING Intellectual Property, including any trademarks, registered or unregistered for any reason without written permission from EC DESIGN AND MARKETING or without Intellectual Property Rights being granted.
13.4 Any materials supplied by the Client for incorporation on the website or any other materials added by the Client to the contents of the website and the Intellectual Property Rights therein shall remain the property of the Client.
13.5 The software & code, which operates websites, designed and developed by EC DESIGN AND MARKETING, is proprietary software & code and you may not use it except as expressly allowed under these Terms. You may not copy, reverse engineer, modify or otherwise deal with the software & code without Intellectual Property Rights being granted.
SIGN OFF
14. Following completion of any pre-defined phase or project, the Client will be required to check, approve and sign-off any work prior to final production.14.1 Any discrepancies, (and) or mistakes identified after a successful sign-off are accepted as the responsibility of the Client.
ONLINE
15. The Agency are equipped to manage and administer domain names and their relevant settings.15.1 The Agency use Fasthosts and similar companies as a supplier and control panel with which to make said settings. To administer a Client domain name, the name must be contained within, or transferred to our specific account. Ownership of the domain name remains with the Client.
15.2 We will make settings to a Client domain name outside of the Agency account only when provided with username and password details; and any changes to such settings are done entirely at the Clients risk.
15.3 Where the Agency will endeavour to rectify any discrepancies in online source code caused by their own actions, any changes made by the Client to their website which require resolution by the Agency, will be charged at the Agency's full and current hourly rate.
Terms of use
This World Wide website ("Website") is owned and operated by EC Marketing Communications Ltd trading as: EC Design and Marketing ("EC Design and Marketing" the "Company" or the "Agency").EC Design and Marketing
Unit 1, Coy Pond Business Park,
Ingworth Road,
Branksome, Poole,
Dorset. BH12 1JY
By using this Website, you signify your agreement to all terms, conditions and notices contained or referenced herein. If you do not agree with these Legal Terms, please do not use this Website. We reserve the right to, as determined at our discretion, to update or revise these Legal Terms at any time. Please check these Legal Terms periodically for changes.
Trademarks
EC Design and Marketing’s trade names, trademarks, logos and service marks belong to EC Design and Marketing. All other trade names, trademarks, logos or service marks mentioned herein belong to their respective owners.Intellectual Property Rights
All content, information, materials, photographs, video files, process, graphics and functionality (Materials) on the Website and related EC Design and Marketing websites that may be published from time to time ("Websites") are the exclusive property of EC Design and Marketing and its licensors and is protected by U.K. and international intellectual property laws. All rights not expressly granted are reserved.Use of Content on the Websites
EC Design and Marketing hereby authorises you to view, print, copy and distribute information published by EC Design and Marketing on these Websites, provided that:1. the information may be used internally (by you or any third party to whom you distribute it) only for informational purposes;
2. no fee may be charged for distribution of any information to any third party;
and 3. any and all copyright or other proprietary notices that appear on the Websites, must appear on all copies that you make or distribute.
These Legal Terms do not grant to you a licence hereunder to otherwise use, copy, distribute or transfer the Materials.
All Materials provided via the Websites are intended for informational purposes only and are subject to change or withdrawal by EC Design and Marketing at any time without notice. EC Design and Marketing assumes no responsibility for the accuracy or completeness of the Materials.
THE MATERIALS ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, INCLUDING (WITHOUT LIMITATION) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
IN NO EVENT WILL EC DESIGN AND MARKETING BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR ANY USE OF THE WEBSITES, THE MATERIALS OR ON ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF EC DESIGN AND MARKETING IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Unless expressly provided otherwise by EC Design and Marketing, all comments, feedback, information or materials submitted to EC Design and Marketing through or in association with the Websites shall be considered non-confidential and EC Design and Marketing’s property. By submitting such comments, feedback, information or materials to EC Design and Marketing, you agree, at no cost or fee, to assign to EC Design and Marketing of all worldwide rights, title and interest in copyrights and other intellectual property rights to the comments, feedback, information or materials.
Users ("you") of the Websites may post reviews, comments and other content; send communications; and submit suggestions, ideas, comments, questions or other information or material ("Content"), as long as the Content is not illegal, obscene, abusive, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties, or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam". You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of any Content. EC Design and Marketing reserves the right (but not the obligation) to remove or edit any Content.
You grant EC Design and Marketing and its affiliates the right to use the name that you submit in connection with such Content, if they choose. You agree to waive your right to be identified as the author of such Content and your right to object to derogatory treatment of such Content. You agree to perform all further acts necessary to perfect any of the above rights granted by you to EC Design and Marketing, including the execution of deeds and documents, at the request of EC Design and Marketing.
You represent and warrant: that you own or otherwise control all of the rights to the Content that you post; and that, as at the date that the Content is submitted to the Website (a) the Content is accurate, and (b) use of the Content you supply does not breach any applicable policies or guidelines of EC Design and Marketing and will not cause injury to any person or entity (including that the Content is not defamatory).
You agree to indemnify EC Design and Marketing and its affiliates for all claims brought by any third party against the Company or its affiliates arising out of or in connection with a breach of any of these warranties.
It is not possible for EC Design and Marketing to be aware of all Content that is displayed on the Website. Accordingly, EC Design and Marketing disclaims any liability for any claims, actions, losses or damages arising out of or in connection with any Content posted on the Website. However, in accordance with the Electronic Commerce (EC Directive) Regulations 2002, EC Design and Marketing operates a "notice and takedown" policy.
If you believe that any Content on the Website contains obscene, defamatory or otherwise unlawful material, please notify us immediately, telling us where the unlawful material can be found and why it is unlawful. If we receive such notification, EC Design and Marketing will make all reasonable endeavours to remove the unlawful Content complained about within a reasonable time.
Third-Party websites
The Websites may contain hyperlinks to other websites controlled by parties other than EC Design and Marketing. EC Design and Marketing is not responsible for and does not endorse the content on or use of these websites. The inclusion of such links does not imply the endorsement or support of such websites by EC Design and Marketing.Other Terms
EC Design and Marketing controls the Websites from its offices in Poole, Dorset. You agree that any legal action, proceeding or other matters relating to your access to or use of the Materials or the Websites shall be governed by the Law of England. In the event of any legal action arising hereunder, you also agree to submit to the jurisdiction of the English courts.If you believe that your intellectual property right or other proprietary right is infringed by any content contained on this Website, please write to EC Design and Marketing.
You may not access, download, use or export the Materials in violation of UK export laws or regulations or in violation of any applicable local laws or regulations.
If you have any questions concerning legal or other matters described above, contact EC Design and Marketing.
Compliance information for the Electronic Commerce (EC Directive) Regulations 2002 as it pertains to EC Design and Marketing.