Terms & Conditions

This document (together with the documents referred to in it) provides information about AWESEM and the Terms and Conditions on which we provide any Services listed on our website to you.

All terms and conditions should be read carefully before ordering any Services to ensure they are fully understood. By ordering any Services you agree to be bound by these Terms and Conditions. If you refuse to accept these Terms and Conditions you will not be able to order any Services.

1. Information about AWESEM

1.1 We are AWESEM Limited and our registered office address is 111 Buckingham Palace Road, London SW1W 0SR

1.2 AWESEM Limited is a company registered in England and Wales under company number 05591779

1.3: We hold full public liability and indemnity insurance and details of our policy can be provided upon request

1.4 Contact information can be found on the “Contact Us” page

2. How we use your personal information

We will only use your personal information in accordance with our Privacy Policy. Please take time to read our Privacy Policy as they include important terms which apply to you

3 Confirmation of Service

3.1 Once you have filled in our online form confirming the level of Service required we will review the request. Once we have verified the request and completed standard company checks you will be sent an Order Confirmation that will require your signature

3.2 All services will be provided as laid out in the Order Confirmation and your signature denotes your acceptance of our Terms and Conditions

3.3 Any changes to the Service requested in the Order Confirmation will require discussion and agreement between both parties before any work can commence

3.4 If we are unable to provide the Services requested, for example because your company has not passed the standard company checks, we will inform you of this by email and will not proceed with providing the Order Confirmation. If you have already paid for the Services, we will refund you the full amount as soon as possible

4 Service Provision

4.1 We will supply the Services to you as laid out in the Order Confirmation until the appropriate completion date as set out in the Order Confirmation

4.2 Where no completion date is specified, the Services will continue until the contract is terminated in accordance with our Terms

4.3 Where the Order Confirmation sets out any milestones for the provision of Services we will make every effort to complete the Services on time. However, the provision of Services may be impacted by events out of our control which are listed in the Events Out of Our Control clause

4.4 We will require certain information from you for us to carry out the agreed Services (for example: name, address, contact details). We will contact you to advise what information is required. Until all information is received and is confirmed as correct we will not be able to begin provision of the Service and therefore cannot be held liable for any delay or non-performance where you have not provided us with this information after we have asked. You do not have to pay for the Services whilst they are suspended but you will be obligated to pay any invoices that have been issued to you

4.5 If you do not pay for Services as set out by the due date as laid out in the Payment clause we reserve the right to suspend the Service for 7 days after the due date until the outstanding amounts have been paid. We will contact you by email to confirm this and late payment charges may apply, as laid out in the Payment clause

4.6 We will make the Services available either on or before the start date specified in the Order Confirmation.

4.7 At your request we will use reasonable endeavours to:

a) Assist with the transfer of your website(s) from your own development server or

b) Assist with the transfer of your website(s) from any third party host

5 Service Prices

5.1 The price of our Services will be as quoted on our website and confirmed in the Order Confirmation

5.2 Prices for our Services may change from time to time but these changes will not affect any order which we have confirmed with an Order Confirmation

5.3 The price of Services excludes VAT (where applicable) at the applicable current chargeable rate

5.4 Additional charges will be applied for any work that is over and above the quoted level of Services and you will be notified of these charges in advance of work commencing

5.5 Upon acceptance of additional charges being accepted we will provide a new Order Confirmation which will require your signature

6 Standard Company Checks

6.1 We reserve the right to complete standard company checks before we provide an Order Confirmation

6.2 These checks are, but not limited to:

(i) Address and telephone number
(ii) Website and social media presence
(iii) Reviews and feedback
(iv) Companies House information
(v) Code of ethics and standards

6.3 We reserve the right to decline a provision of Service should any of the above checks are a cause for concern

7 Service Problems

7.1 In the unlikely event that there is a problem with the stated Services;

7.2 Please contact us through our helpdesk system or via email as soon as possible providing as much information that relates to the problem

77.3 Please give us a reasonable opportunity to repair or fix any defect

7.4 We will make every effort to repair or fix any defect as soon is reasonably practical to do so

7.5 You will not have to pay for us to fix a repair or defect that has arisen as a direct result of the Services provided

8 Payments

8.1 Services can only be paid for via a Bank Transfer

8.2 Payment for the Services must be made in advance and may be made (i) monthly or (ii) quarterly or (iii) annually as specified in the Order Confirmation

8.3 If you fail to make any payment due to us under this Contract by the due date (plus 7 days) you shall be liable for a late payment fee on the overdue amount at whichever the greater is of 5% or £10. You shall pay the penalty charge fee together with the overdue amount

9 Termination

9.1 Either party (the “Non-Defaulting” Party) shall be able to terminate this Contract immediately in the event that the other;

9.2 Commits a material breach of its obligations under the Contract and has not remedied such breach (if capable of remedy) within 30 days of request from the Non-Defaulting Party for remedy by serving written notice or;

Is subject to any winding up order or resolution
has any provisional liquidator applied to it
has a receiver appointed or is the subject of an application made to court for an administration order
if a notice of intention to appoint an administrator is filed
an administration order made in respect of it, is unable to pay its debts
Is the subject of bankruptcy petition or order or any equivalent processes in any jurisdiction

9.4 Without prejudice to any rights that have accrued under a Contract or any of its rights or remedies, either party may terminate a Contract on giving not less than 30 days written notice to the other party. Notwithstanding the foregoing, if you have agreed and paid for Services on an annual basis we are not obliged to provide any prorated payments if you cancel during the term.

9.5 An account may be terminated by us unilaterally without notice and at our discretion if we consider an account holder to be in breach of our stated Terms & Conditions, Unlawful or Prohibited uses

9.6 Services may be terminated with immediate effect if abusive behaviour is directed at our staff

10 Unlawful or Prohibited Use

10.1 You agree not to upload or post content that;

Is misleading, harmful, threatening, abusive, harassing, defamatory, offensive, violent, obscene, pornographic, vulgar, libelous, racially, ethically, religiously or otherwise objectionable
Constitutes unauthorised disclosure of personal or confidential information
Infringes any patent, trademark, trade secret, publicity right, privacy right, copyright or intellectual rights of any other party
Contains viruses, Trojan horses, Worms, corrupted files or code, files and programmes designed to impede or destroy the functionality of any computer software or hardware, spyware and malware designed for phishing and with a view to compromise the data security an integrity and obtain sensitive personal or financial information

11 Passwords

11.1 Access to and use of password protected areas is restricted to authorised users only. You agree that you:

a) Will provide current, complete and accurate identification, contact and other information you may be prompted to provide by the registration process

b) Are responsible to maintain, keep current and update any registration data and other information provided to AWESEM

c) Are entirely responsible for maintaining the security of your password, identification and account for any and all activity that occurs under your account and

d) Will notify AWESEM immediately of any unauthorised access or use of your account or password or any other breach of security

e) Understand that any person with your password will be able to access your account and any registration data, including, without limitation access to your website accessible through your account

f) You accept sole risk of unauthorised access to your account and that AWESEM will not be liable for any loss you may incur as a result of someone else using your password or account with or without our knowledge

12 Intellectual Property Rights

12.1 For the purpose of this Contract, “Intellectual Property Rights” shall mean all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, business and domain names, computer software, database rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, whether registered or unregistered including all applications for and extensions of such rights

12.2 You retain all Intellectual Property Rights in the software and materials that you provide to us and you grant us licence to such Intellectual Property Rights to the extent required for us to perform our obligations pursuant to this Contract

12.3 All Intellectual Property Rights in any works arising in connection with the performance of the Services provided by us shall be our property, and we hereby grant to you a non-exclusive licence to such Intellectual Property Rights for the sole purpose of receiving the benefit of the Services

13 Events Outside of Our Control

13.1 We will not be liable for any failure to perform, or for a delay in performance of any of our obligations under a Contract that is caused by an Event Outside of Our Control

13.2 An “Event Outside of Our Control” means any act or event beyond our reasonable control, including without limitation to strikes, lock-outs or other industrial action by third parties, civil commotion, riot invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, epidemic or other natural disaster or failure of public or private telecommunications networks

13.3 If an “Event Outside of Our Control” takes place that affects the performance of our Contract we will notify you as soon as reasonably possible and

13.4 Our obligations under our Contract will be suspended and the time for performance of our obligations will be extended for the duration of the “Event Outside of Our Control”

14 Indemnity

16.1 You shall indemnify us against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties, legal costs and other professional costs and expenses) suffered or incurred by us arising out of or in connection with;

16.1.1 any claim made against us for actual or alleged infringement of a third-party’s Intellectual Property Rights arising out of or in connection our use of software and / or materials provided by you

15 Data Protection

Please read our Privacy Policy for further information