Terms and Conditions
1. Introduction
1.1 These conditions and our privacy policy apply to and govern your use of our website and the legal relationship between you and us when you ask us to produce work for you and we agree to do so. Please read them carefully.
1.2 These conditions and our privacy policy will apply in place of any terms and conditions you or your business may have.
2. Use of Terms
2.1 In these conditions and in our privacy policy references to:
2.1.1 "you" and "your" are to you as the user of our website and/or the buyer of our goods and services and include any one on behalf of which you use our website.
2.1.2 "us" "we" and "our" are to Kite Digital Limited (Company Registered Number 06924478) and where applicable to its officers employees and authorised agents.
2.1.3 "our website" are to "www.kitedigital.co.uk" and any other website address we may use in addition to or substitution for it.
2.1.4 "Your online account" your user login & passwords issued for your use to enable access to your web based management system.
2.1.5 "Website system" Kite Digital Ltd web based content management system.
2.1.6 "Fast track" orders for goods or services that will be given priority delivery schedules.
2.1.7 "Bespoke Design" A design for a website tailored or produced uniquely for you from either a concept, idea or examples provided.
2.1.8 "Bespoke Programming" Producing addition elements or new parts of code to enable your web based system to complete a previously agreed task or tasks
2.1.9 "Standard Design" A standard design existing already on the type of product or system you are ordering.
2.1.10 "NDA" Non disclosure agreement – an agreement between Kite Digital Ltd & yourself agreeing not to disclose the information about your project.
2.1.11 "Lifetime Licence" A Licence that is granted instead of full rights, A Kite Digital Ltd Lifetime licence is for a minimum of 25 years.
2.1.12 "Going to Live Server" The status of a site that is ready for switch to Live server testing.
3. Business Service
3.1 Our website is exclusively for business use and is not for the use of private individuals as consumers.
3.2 When using our website you represent to us that all orders for our goods and services which you submit will be for business purposes only and within the scope of your authority to make contracts on behalf of the business for which our services are required.
3.3 You agree that you will use our website only for the purpose of the business you represent and will not exploit our website or any of its contents commercially.
4. Privacy Policy
4.1 Our privacy policy is part of these conditions.
4.2 By using our website you agree to be bound by and to observe the terms of our privacy policy http://www.kitedigital.co.uk/privacy.html and these conditions.
5. Your Obligations
5.1 It is your responsibility in dealing with us.
5.1.1 to ensure that all the information you provide to us is accurate and complete. No changes to your order will be agreed once we have accepted it unless treated as a chargeable upgrade or unless agreed to by a Director of Kite Digital Ltd in writing.
5.1.2 to protect and maintain the confidentiality of your account with us and to restrict unauthorised access to and use of your computer customer reference number, account number, user login details and passwords.
5.2 You agree to be responsible for all transactions between us and you in response to orders made by you.
5.3 You must inform us immediately in writing and by way of telephone if you are aware or believe someone else has or may have had unauthorised access to your account with us.
5.4 You must be 18 years of age or over and have legal capacity to make contracts to order work from us.
6. Access to Our Website & Website Systems
6.1 We will use our reasonable endeavours to ensure that our website is available for use and that transmissions are error free.
6.2 Access to our website & Website Systems may be interrupted or suspended at our discretion for repair and maintenance work updating services or events beyond our reasonable control.
6.3 We reserve the right in our discretion to deny access to our website or Website Systems cancel orders change or remove its content or terminate accounts.
6.4 You must not use adapt duplicate modify or exploit any image text or graphics on our website or Website Systems without our written permission.
6.5 You must not use our website or Website Systems:
6.5.1 for any unlawful purpose or activity
6.5.2 send or use material that is illegal obscene abusive offensive or defamatory
6.5.2.1 in breach of copyright trademark privacy or any other intellectual property right or
6.5.2.2 that contains software viruses advertising political material or spam
7. Disclaimer of Liability in Respect of Our Website
7.1 We make no representations in respect of our website its contents or the accuracy completeness or suitability for any purpose of the information published on it
7.2 Do not warrant that our website, or Website Systems or Your Website is free from computer viruses or other defects that may cause loss or damage.
7.2.1 It is your responsibility to implement valid & up to date antivirus systems on your computers & your networks.
7.2.2 Kite Digital Ltd are not responsible for the loss of any data due to a computer virus entering your system via email or any other format.
7.3 We exclude all liabilities for loss or damage due to technical inaccuracies or typographical errors so far as the law allows.
7.4 We will not be liable for any loss or damage arising out of the use of our website, website system or your website.
7.5 If the goods we deliver are not what you ordered or are damaged or defective or you do not receive your order we shall have no liability to you unless you notify us in writing at our contact address 1 Lowry Plaza, The Quays, Salford, Manchester, M50 3UB within 10 days of the date of delivery or as appropriate of the date we notified you of the availability for collection of your goods / services by way of our Website, Website System or Your Website.
7.6 If you notify us of a problem under condition 7.5 we shall have the right
7.6.1 to make good any shortage or non delivery within a reasonable period based upon reasonable realistic timescales appropriate to the size of the job and amount of work required.
7.6.2 to replace or repair any goods that are damaged or defective
7.6.3 to refund to you all or a part of the amount you paid for the goods ,systems, services , features in question.
7.7 We will not be liable to you except as required by law for any indirect or consequential loss damage or expenses (including but not limited to loss of profits business income or goodwill) however it arises whether you notify us of the problem or not under Condition 7.5.
7.8 We shall have no liability to pay you back any money by way of compensation or refund except in accordance with Conditions 7.6.3, 11.2.1, 16.2 or 16.5.3 or otherwise as required by law.
7.9 You must observe and comply with all relevant legislation and regulations including if we ask you to do so all necessary customer import or other permits to purchase goods from our website.
7.10 None of the disclaimers in Condition 7 is intended to exclude or limit our liability to you for death or personal injury resulting from our negligence.
8. Our Contract
8.1 When you place your order any of the services featured on our website your order will be a request for the performance of those services.
8.2 We may accept or decline your request by sending you an email message to the email address you provide in your order form confirming the details of your order.
8.2.1 We will confirm your order by Email or Post
8.3 A legally binding contract between you and us will only come into existence when we accept your order in accordance condition 8.2.
9. Ordering our Services and Goods
9.1 You may place your order for our goods and services
9.1.1 on line to www.kitedigital.co.uk
9.1.2 by email to sales@kitedigital.co.uk or directly to your allocated product specialist
9.1.3 by post to Kite Digital Ltd. 1 Lowry Plaza, The Quays, Salford, Manchester. M50 3UB.
10. Cancelling Your Order
10.1 You cannot cancel your contract with us once we have accepted your offer and commenced work
10.2 We will confirm your offer by way of confirmation of order, this will be sent to you via email and also post if requested.
10.3 If you cancel your order prior to confirmation and commencement of work Kite Digital Ltd reserve the rights to deduct any costs or charges incurred to fulfil the processing of the order including bank and card processing fees, administration costs and sales acquisition costs. These costs and charges will not exceed any deposit already paid.
10.4 Refunds for cancellation of orders will be processed in the same way as the deposit was paid.
11. Cancellation of Your Order by Us
11.1 We reserve the right to cancel the contract between us and you if
11.1.1 We are unable to provide the services you have requested for any reason beyond our reasonable control
11.1.2 you provide us with any information in respect of your order which in our opinion is misleading inaccurate or incomplete
11.1.3 you require our services or goods for an illegal purpose
11.2 If we cancel the contract with you we
11.2.1 will notify you in writing or email to your provided address you provided in your order form and refund any money you have paid to us as soon as practicable but
11.2.2 will be under no legal obligation to pay you any compensation
11.2.3 We reserve the right to deduct any costs or charges incurred to fulfil the processing of the order including bank debit and card processing fees, administration costs and sales acquisition costs. These costs and charges will not exceed any deposit already paid.
11.2.4 Clause 11.2.3 only applies to clause 11.1.2 & 11.1.3
12. Price and Payment Terms
12.1 The price for the work you order from us is set out in our quotation to you and sent to you by way of email or post in advance of your order.
12.2 We reserve the right to change the price of our goods and services at any time.
12.3 When we accept your order we will confirm the total price that you will be asked to pay a deposit by way of either BACS transfer, cheque, Visa or Mastercard Credit Card or Visa Card, Debit Card.
12.4 Any quotation we send you for our goods and services will be valid for 28 days from date of quotation unless provided in connection with a special offer when it will only apply until the date on which the offer ends. That date can be published on our website and supersedes and date provided in any other method.
12.5 If you live in the United Kingdom you will be required to pay at least 50% the price for work you order from us and the balance within 14 days of work being completed of if a new website the site going live. All training requires 100% in advance.
12.6 If you live outside the United Kingdom we shall require you to pay for our services and goods in full before we do any work for you.
12.7 We will request payment of a deposit of up to 100% of the price payable by United Kingdom residents on receipt of order before we do any work.
12.7.1 Payment for Websites and Web Based Systems become due when the site or system is ready to go on to Live Server, this is before training, integration of payment gateway if required, integration of SSL certificate if required
12.7.2 Payment may not be withheld for you to populate your website, in the event you do withhold payment to populate your website admin handling charge of £ 50 per day + vat will become payable.
12.8 Any deposit paid will be non returnable unless we cancel your order under Condition 11.
12.9 If you are a United Kingdom resident and fail to pay us within 14 days of our invoice date we will remind you payment is overdue. If payment is still not made action may be taken to recover the outstanding debt. We reserve the right to suspend all services and websites you hold with us until all outstanding payments are received without further notice.
12.10 We reserve the right at our discretion to charge you interest both before and after any Court judgment on the unpaid amount of any invoice we have sent you for our goods and services not paid within 14 days of the invoice date at the rate of three per cent (18%) per calendar month or part of a calendar month calculated on a daily basis until we receive payment in full in cleared funds:
12.10.1 if you are a United Kingdom resident from a date fourteen (14) days after the date of our invoice, or
12.10.2 if you are not a United Kingdom resident from a date twenty eight (14) days after the date of our invoice.
12.11 The price excludes value added tax and if chargeable delivery charges which are payable in addition to the price.
12.12 You will remain responsible for the payment of our invoice for goods and services supplied to you where you are unable to upload the information we send you on to your equipment for any reason beyond our control.
13. Title to Goods
13.1 Ownership of any code is retained by Kite Digital Ltd and the Website system is supplied on a single lifetime licence basis unless written exclusively for you and a confirmation supplied in writing by a Director of the company.
13.2 We retain title and ownership to the proprietary website system, ecommerce shopping cart, content management system and any other generic parts of the system supplied.
13.3 Specialist functionality produced exclusively for your system may have full title passed with prior agreement in writing from a company director.
13.4 We shall continue to own any goods / services whether or not delivered to you until you have paid us in full for them and the work we have done for you.
13.5 Failure to renew the website system hosting or licence will result in cancelation of the lifetime licence and transfer of that licence back to Kite Digital Ltd.
13.6 Transfer of ownership of any licence between parties is allowed but Kite Digital Ltd must be informed in writing by both parties for this to take place.
13.7 Transfer of ownership of any Kite Digital Licence may involve an administration charge of up to £35 + vat.
13.8 Domain names are registered in to your own legal name unless otherwise requested.
13.9 Ownership of title of domain names are passed upon full and final payment being received.
14. Availability
.14.1 All orders for services and goods from us are subject to availability.
14.2 A Money Back Guarantee offered on any illustration applies only for the first 14 days after acceptance of your order
14.3 Any claims made under the Money Back Guarantee will only be considered as valid if made within those 14 days, and in writing to a director of the company.
15. Delivery
15.1 We will notify you of the approximate date of delivery in your order confirmation this will be sent via email or post to the addresses provided.
15.2 Once the goods have been delivered they will be at your risk and we will not be liable for their loss damage or destruction.
15.3 If you require your order to be delivered again for any reason we shall charge you seventy five pounds (£75) per hour plus value added tax for supplying it.
15.4 All delivery timescales provided are estimates, the company will confirm the estimated timescale of delivery on the order confirmation.
15.5 Delivery timescales cannot be classed a guaranteed unless confirmed on letter headed paper by a company director.
15.6 A maximum claim cannot exceed 10% of the cost of the website system for late delivery if a timescale was guaranteed by letter by a director, no claim can be made in the event no guarantee was sought and confirmed.
16. 1st Page Search Engine Guarantee
16.1 1st Page Search Engine Results Guarantee applies only to Premium website products ordered and does not apply to Executive or standard website products.
16.1.1 Premium website products are clearly stated on your quotation, confirmation of order and invoice.
16.1.2 We will use our best endeavours to achieve first page listing across the leading United Kingdom search engines of our choice Google.co.uk, Yahoo.co.uk or Bing.co.uk under UK results.
16.2 In the event your system fails to achieve 1st page results across the UK leading search engines we will refund you your order in full less any specialist bespoke programming requirements costs that have been incurred. Orders for standard systems only with standard designs will not have any deductions.
16.2.1 You understand this is not a specific search term guarantee it is a 1st Page results across the UK leading search engines guarantee for industry related and your system targeted results guarantee.
16.2.2 We will provide you with a certificate to validate your guarantee
16.3 Condition 16.2 will apply provided:
16.3.1 A minimum spend of £1000 + vat
16.3.2 your website is hosted by us on our servers.
16.3.3 Your site must be set up to our recommendations.
16.3.4 You must request assistance in writing if your site is not achieving its results and provide us with 8 week’s notice to rectify any problems before making a claim under the guarantee.
16.3.5 your website does not have multiple Universal Resource Locators resolving at it unless they are pointed using 301 re-directs
16.3.6 Your Website System has been live in the search engines for no less than 6 month
16.3.7 your website has at least 1 news article added per week.
16.3.8 you have activated, monitored and check the progress your website using Google Analytics.
16.3.9 you are not in breach of any of these conditions (including the payment terms in Condition 12)
16.3.10 No other optimisation companies or techniques have been employed to the website or website system
16.3.11 Payment is made on time.
16.4 Verification of results can only be clarified using a Kite Digital approved analytics program or one of the leading UK search engines Google.co.uk, Yahoo.co.uk or Bing.co.uk.
16.5 On receiving any notification from you under Condition 16.3.4 we may at our discretion:
16.5.1 rectify the problem
16.5.2 offer you an alternative (which you do not have to accept) or
16.5.3 offer you a refund under our guarantee.
17. Individual Search Term Guarantee
17.1 We will only offer a Guarantee of an individual search term under certain circumstances and this would be confirmed in writing with a letter from a director of the company. The letter from the director will detail the additional terms and conditions that will form part of the contract and supersede section 17 of these terms and conditions.
18. Ecommerce, Content Managed Systems & Website Design
18.1 Our ecommerce system is written and developed in house by Kite Digital Ltd and as such can only be sold with a life time licence to use the code
18.2 Order upgrades processed during production of a site will be paid for in advance of production.
18.3 Changes in design and concept after the initial order is placed and production started will be chargeable.
18.4 All specification’s will be confirmed in writing no verbal undertaking or verbal agreements to specifications unless confirmed in writing will form part of this contract.
18.5 If specification is missing from your order confirmation it is your responsibility to make a manager aware of this in writing within 7 days or this missing specification will not form part of the contract.
18.6 All time scales are educated estimates and not guarantees of exact time lines Kite Digital Ltd cannot be held liable for losses or damages in the event that time scales estimates are not meet.
18.7 Late time penalties and claims for loss of business and damages cannot be made against Kite Digital Ltd unless agreed in writing with a director prior to the order being placed. Kite Digital Ltd will not accept orders from clients who require late time penalties without prior agreement.
18.8 Failure to request a late time scale penalty prior to order will be treated as an acceptance of estimated time scales and acknowledgement of no intention to wish to make a claim.
18.9 Standard Design website systems specifications are provided prior to placement of order and form part of the contract.
18.10 Bespoke design website systems specifications are provided prior to placement of order and form part of the contract.
19. Intellectual Property
19.1 Copyright
19.1.1 All rights in the design text graphics and other material on our website and its arrangement and in our publicity and marketing literature are our copyright or that of other parties. You are permitted to copy electronically and print in hard copy parts of our website only in connection with the acquisition of our goods and services. Any other use or reproduction of material on or from our website without our prior written permission is illegal and is strictly prohibited.
19.1.2 Trademarks
19.1.3 We are the proprietor of the "Kite Digital" "kitedigital.co.uk" trademark. All other trademarks product names logos and company names used in our website are our property or that of the respective owners of the marks names or logos. No permission is given by us to use any of those marks names or logos and any use by you without the owner’s permission may constitute an infringement of the holders rights.
20. Supply of Analytics Systems
20.1 Kite Digital Ltd agrees to supply an analytics system free of charge for the first 12 months.
20.2 Kite Digital Ltd is not obliged to keep any data collected by any analytics system's during or passed any free or paid for period.
20.3 Analytics data will not be made available to any other companies without the express consent of the client.
20.4 in the event of a complete loss of data Kite Digital Ltd will be limited to a maximum claim of £ 1 in total, if the data is lost during a paid for period. If any data is lost during a free period or after a paid for period has ended Kite Digital Ltd is not liable to a claim.
20.5 The client agreed to use the free download facility to copy and store any data required.
21. Website Hosting, Support & Training
21.1 Kite Digital ltd will with best endeavour ensure the clients website is available on the web for the maximum amount of time each day in accordance with it’s published SLA (Service Level Agreement).
21.2 Kite Digital Ltd will provide free of charge a backup solution for the 1st 12 months for any website that is hosted on our servers. But recommends clients keep a copy of their website for backup purposes if required. Kite digital Ltd will not be held responsible for a total loss of service or site.
21.3 Kite Digital Ltd provides hosting packages on the following basis and variants only apply if supplied in writing and signed by a director of the company.
21.4 Up to 5 GB of data storage.
21.5 Unlimited Data Transfer per month for the first 12 months for standard CMS and standard ecommerce websites and website systems. All other website systems have a 5gb transfer per month limit. Exceeding this limit will incur additional charges.
21.6 Free technical support will be provided via email & telephone for the first 12 months.
21.7 FTP access is not granted as standard and is available by application as an upgrade.
21.8 1 hour telephone training is supplied as standard with all systems and 1 hour optimisation training is supplied as standard additional hours are chargeable at £75 per hour.
21.8.1 Instruction manuals are provided in .pdf format for CMS & ecommerce websites and website systems. Additional bespoke functionality is not included in user manuals as standard.
21.9 If email services are used for any website or website system that Kite Digital Ltd host the client will have in place and continue to keep up to date antivirus software that will supply protection against the transfer of email viruses. The antivirus software will be supplied from a valid approved antivirus supplies (e.g. MacAfree or Norton) Any client failing to do so and by not providing such protection will be deemed to have given permission for viruses to be transferred by way of their email system and as such will be liable for any band width used by any viruses and any time spent assisting companies in the repair and protection of their email and website. If you fail to protect against internet viruses we can switch your website off.
21.10 Websites with current data transfer of above 5GB per month moving to Kite Digital Ltd need to notify us of the last 6 months individual data transfer figures to qualify for free unlimited bandwidth.
21.11 Transfer from Kite Digital Ltd hosting can be done by completing a website transfer request form available from admin@kitedigital.co.uk
22. Transfer Charges
22.1 Charges may apply for website transfers and additional licences may need to be purchased for the website systems to work on the donor server if the donor server does not have the correct software installed.
23. PCI DSS
23.1 Kite Digital Ltd endeavours to provide PCI DSS hosting for all ecommerce websites ordered after 1st June 2009.
23.2 From time to time additional work maybe needed on servers to maintain PCI DSS compliance, this work is free of charge if you are hosted on a PCI DSS complaint server.
23.3 From time to time additional work maybe needed on website systems to maintain PCI DSS compliance on website systems, this work is chargeable at the rate of £ 75 per hour plus vat.
23.4 We recommend that all website systems owner subscribe to a PCI DSS scanning system our recommend PCI DSS scan is McAfee Secure.
23.5 Kite Digital Ltd accepts no responsibility or liability if non compliance of PCI DSS unless a PCI DSS contract is required.
24. Changes to Our Conditions
24.1 We may change these conditions at our discretion. If we do so we will post the changes on our website. Your continued use of our website, website systems following any changes to these conditions will acknowledge your acceptance of any changes we make.
24.2 Any contract between us and you will be subject to the conditions which apply at the time we accept an order to produce work for you.
25. Notices
25.1 We may contact you by post email fax or online by placing notices on our website in your user login area.
25.2 You agree that all notices or other communications we send you electronically are in writing for the purpose of satisfying any legal requirements.
25.3 All notices which you send us must be in writing and sent to our contact address at 1 Lowry Plaza, The Quays, Salford, Manchester. M50 3UB.
26. Third Party Rights
26.1 A person who is not a party to any contract between you and us has no right to enforce any of these conditions under the Contracts (Rights of Third Parties) Act 1999.
26.2 Condition 20.1 does not affect any right or remedy that a third party may have apart from that Act.
27. Invalidity
27.1 If any court having the right to do so decide that any of these conditions is unenforceable those which remain will continue to have legal effect between us and you.
28. Waiver of Our Rights
28.1 If you breach any of these conditions and we take no action against you for doing so this will not prevent us from using our legal rights to take action in any other situation where you breach these conditions.
29. Entire Agreement
29.1 These conditions together with our current website prices delivery details contact details and privacy policy set out the whole of the agreement under which we will produce work for you if we accept your order.
29.2 Nothing said by any salesperson on our behalf is to be understood by you as a variation of these conditions or as an authorised representation about the nature or quality of the goods and services we provide.
30. Governing Law
30.1 These conditions and any contract between you and us are governed by and interpreted in accordance with English law.
30.2 You and we agree to submit to the exclusive jurisdiction of the courts of England and Wales to resolve any disputes between us which cannot be agreed under these conditions
