The following terms and conditions are agreed between the Parties for the development of a website (the “Website”) in accordance with the specification agreed in writing between the Parties (the “Project Specification”). Once this document (the “Agreement”) is signed, the Website shall be developed by Technika Valley (the “Developer”) for (the “Client”).
1. In consideration of the Client paying the Developer the relevant Fees (as set out in the Project Specification), the Developer shall:
(a) develop the Website in accordance with the procedure set out in the Project Specification on behalf of the Client (the “Project”); and
(b) where agreed between the parties, provide the Services to the Client.
2. The Project Specification can be found earlier in this document.
3. Any amendments or variations to the Project Specification must be made in writing and agreed between the Parties. Where one Party does not agree with the proposed amendment or variation, the Parties shall meet and discuss the proposed changes in good faith. Where any changes to the Project Specification would result in additional expense to the Developer over and above the Fees, the Developer shall be entitled to charge the Client for the additional expenses at its standard rates from time to time.
1. Upon completion of the Project, the Client shall make full payment of the Fees to the Developer upon which the Developer shall deliver the completed Website to the Client through the Client’s server.
2. If the Client requires the completed Website to be loaded onto an external fileserver, the Developer reserves the right to charge additional fees to the Client for this service. The Client is responsible for ensuring that the intended fileserver or disk space is properly configured.
3. Once the Developer has delivered the Website to the Client, the Client shall have a period of 3 days (the “Acceptance Test Period”) to test the Website to ensure it conforms to the Project Specification (the “Acceptance Test”). Acceptance of the Website may only be withheld by the Client if it can demonstrate that the Website does not conform materially to the Project Specification. Upon completion of the Acceptance Test, the Client shall confirm in writing to the Developer that the Project is complete (the “Project Release”).
4. Acceptance of the Website shall be deemed to have taken place upon the occurrence of any of the following events:
(a) the expiry of the Acceptance Test Period and the Client has not raised with the Developer any material differences between the Website and the Project Specification; or
(b) the Client uses any part of the Website other than for test purposes.
5. Upon receipt of the Project Release or deemed acceptance, the Developer shall have no further obligations to undertake any work in relation to the Project. The Client may however request that the Developer undertake further work relating directly or indirectly to the Project. If it agrees to undertake such work, the Developer reserves the right to charge the Client for any additional work carried out at its standard rates from time to time.
1. The Client undertakes to deliver to the Developer all content, data, images and other information and all trade marks, trade names, logos and other branding of the Client (the “Customer Content”) required for the Project.
2. The Client acknowledges that the Developer’s ability to complete the Project is dependent upon the full and timely co-operation of the Client and the Client undertakes to notify the Developer promptly in writing of any delays in delivering the Client Content. Where the Client has notified the Developer of any delay, the Client will provide the Developer with a revised timetable for supplying such Client Content.
3. Technika Valley reserves the rights for outsourcing any part of the the project(may happens only if there is no free developer in Technika Valley and project is urgent) during development process.
4. The Developer will not be responsible for any delays, missed milestones (where specified in the Project) or additional expenses incurred due to the late delivery or non-delivery of the Client Content where required by the Developer for the Project.
1. The Client will pay the Project fees set out in the Project Specification (the “Fees”) to the Developer.
2. Notwithstanding any specific payment milestones set out in the Project Specification, the Fees shall by payable by the Client in the following instalments:
(a) 50% of the Fees to be paid no later than 5 days before commencement of the Project by the Developer;
(b) 30% of the Fees to be paid before the commencement of the ‘Build’ phase of the project (Phase 4); and
(c) the outstanding balance of the Fees to be paid no later than 10 days after the expiry of the Acceptance Test Period.
4. All Fees payable are exclusive of VAT and, where appropriate, VAT will be added at the rate for the time being applicable.
5. The Client shall make all payments due in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise.
6. Without prejudice to any other right or remedy that the Developer may have, if the Client fails to pay the Fees on the due date, the Developer may, at its option:
(a) claim interest at its discretion on any unpaid amounts under the Late Payment of Commercial Debts (Interest) Act 1998;
(b) suspend the Project until payment has been made in full;
(c) where the Developer is providing Hosting Services, disable the Website until payment has been made in full; or
(d) terminate this Agreement immediately upon notice.
7. All invoices are sent to the Client via email to the Client’s specified email address. The Client will notify the Developer of any changes to the invoicing address.
In accordance with the Digital Millennium Copyright Act (DMCA), all claims of copyright infringement should be directed to: firstname.lastname@example.org for prompt action.
This Acceptable Use Policy ("AUP") applies to the use of any product, service or website provided by us (Technika Valley), whether we provide it directly or use another party to provide it to you (each, a "Technika Valley Service"). This AUP is designed to ensure compliance with the laws and regulations that apply to the Technika Valley Service. This AUP also protects the interests of all of our clients and their customers, as well as our goodwill and reputation. By using the Our Service, you are agreeing to these terms.
If you are using any Technika Valley Service, this AUP applies to you. Every client of ours agrees to abide by this AUP and is responsible for any violations. You are not allowed to assist or engage others in a way that would violate this AUP. We will enforce and ensure compliance with this AUP by using methods we consider to be appropriate, such as complaint and email failure monitoring.
We periodically update these terms and we will let you know when we do by posting a revised copy on our website. You agree to review the AUP on a regular basis and always remain in compliance.
1. If the Client is not taking services from the Developer, this Agreement will terminate automatically upon delivery of the Project Release to the Developer, unless otherwise extended by the Parties in writing. Otherwise, this Agreement shall continue unless or until terminated by either Party in accordance with the terms of this Agreement.
2. Either Party may terminate the Agreement immediately in the event that the other Party:
(a) commits a material or persistent breach of its obligations under this Agreement which is incapable of remedy (and non-payment shall be deemed a material breach);
(b) fails to remedy a breach of any of its obligations under this Agreement, where it is capable of remedy, or persists in any breach of any of its obligations under this Agreement after having been required in writing to remedy or desist from such breach within a period of 30 days;
(c) is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986;
(d) makes or proposes any voluntary agreement or enters into a compromise for the benefit of its creditors;
(e) being a company, becomes subject to an administration order or goes into liquidation, (other than for the purpose of amalgamation or reconstruction);
(f) has a receiver appointed to administer any of its property or assets
(g) ceases or threatens to cease to carry on business; or
(h) has failed to meet expectations. In this case the client will pay the developer for all work completed at the hourly rate of the developer. The developer will then pass all material developed under the project to the client.
3. On the termination of the Agreement, the Client undertakes to return promptly any test examples of the Website and any document, manuals or other printed materials which have been delivered to the Client by the Developer and to return or destroy any copies thereof (as requested by the Developer).
4. Technika Valley reserved the right change this terms of service at any time.
5. Any termination of the Agreement shall be without prejudice to any rights accrued in favour of either Party and will not affect those provisions of the Agreement which are by their construction intended to survive such termination.
We shall be available between the hours of 9.00am and 5.30pm Monday – Friday. This excludes all bank holidays. Within a reasonable time period we will look to fix any issues with the website which are not due to a customer’s doing.
(*) Technika Valley will not tolerate any form of harassment against it's employees from customers or third parties and we reserve the right to cancel a contract without refund in the event of unreasonable or inappropriate conduct. This includes threatening behaviour and abuse directed towards our employees thereafter any further communication must be via postal mail only.