ATOMS AND BITS LIMITED
Company registered in England and Wales. Company number 07511824. 71-75 Shelton Street Covent Garden London England WC2H 9JQ.
Terms and Conditions for Website Design, Development and Support.
1. DEFINITIONSThe following terms and conditions document is a legal agreement between Atoms and Bits Limited hereafter the “Company” and “Client” for the purposes of web site design or development. These Terms and Conditions set forth the provisions under which the Client may use the services supplied. When references are made to ‘Developer’ this refers to the person who is directly creating the website.
2. ACCEPTANCE OF WORKQuotations issued by the Company for Web Site Services are valid for 30 days from date of issue. Where the Client places an order to accept a quotation the Atom & Bits terms and conditions for Website Design, Development and Support shall apply. The Company reserves the right to withdraw from contract at any time prior to acceptance.
3. PERMISSION AND COPYRIGHTCopyright of the completed web designs, images, pages, code and source files created by the Company for the project shall be with the Client upon cleared funds of final payment only and by prior written agreement. Without agreement, ownership of designs and all code is with the Company. Where the Client has chosen to pay on any payment plan for site design services, including site maintenance, the copyright of the completed web design(s), images, pages, code and source files created by the Company for the project shall be with the Client after a the invoice total amount has been received by the Company, or equivalent cash lump sum payment has been made, and by prior written agreement. Without agreement, ownership of designs and all code is with the Company.
The Client agrees that resale or distribution of the completed files in full or in part is forbidden unless prior written agreement is made between the Client and the Company.
The Client hereby agrees that all media and content made available to the Company for use in the project are either owned by the Client or used with full permission of the original authors.
The Client agrees to hold harmless, protect and defend the Company from any claim or suit that may arise as a result of using the supplied media andcontent.
Client agrees that the Company may include development credits and links within any code the Company designs, builds or amends.
Client agrees that the Company reserves the right to include any work done for the Client in a portfolio of work.
The Company agrees that any Development work provided to the Client will not be re-used for similar projects and that each Client’s design will be unique.
Any deviation from these general terms of engagement are to be laid out in a special instruction document and duly signed by both the Company and the Client prior to commencement of any scope of works.
4. MATERIALThe Company reserves the right in its sole discretion to refuse to sell design or code to a Client who has a site which it deems is, including but not limited to, unlawful or inappropriate, contains a virus or hostile program, constitutes harassment, racism, violence, obscenity, harmful intent, spamming, contains adult content, commits a criminal offence, infringes privacy or copyright or any other questionable media at the Company’s own discretion.
The Company reserves the right to refuse to sell design or code to those thought or known as competitors of the Company.
The Client may not purchase design or code for use in development of their own product to directly compete with the Company’s design or code.
The Company reserves the right to refuse sale for orders from suspect payment or address details or other reason at the Company’s own discretion. The Company reserves the right without notice to cancel, reject, refuse sale to or work with a Client without reason for such rejection or refusal.
5. DOMAIN NAMES AND HOSTING
5.1 The Company’s Hosting and Domains
The Company hosting is provided through WPEngine.com. For certain UK academic projects where there is an .ac.uk domain already granted, the Company can also provide academic hosting via affiliated partners to the JANET Network such as the University of London Computer Centre (ULCC). The Company agrees to maintain the hosting account supplied by it’s hosting providers, in as much as space, email addresses and resource add on’s anduser permissions, but cannot be held accountable or responsible for any outages of services due to technical problems with the hosting providers.
The Client agrees to maintain the agreed payment relationship for their selected hosting account with the Company, and should payment not be made on time and in full, the Company reserves the right to withdraw the facility until such time as the client’s account is brought up to date, whereby service will be resumed.
The Company will not be liable for any loss of business arising to the Client as a result of any downtime caused by the Client’s non-payment of service.
The Company agrees to supply, on written request, the control panel log in details for their designated hosting account if required.
Upon receiving the username and password for the control panel log in area, they Client has the availability to make changes to their hosting and the Company cannot be held responsible for any errors made by the client if making any changes themselves.
If the Client causes errors on their website as a result of making their own changes to the control panel, the Company reserves the right to charge for any work involved to correct the errors.
5.1.2 Domain NamesWhen requested, the company will purchase on request, the required domain name on behalf of the client. The Client is responsible for checking the accuracy of the domain name prior to purchase, and will confirm such in writing by email, prior to the order being placed.
The Client does not hold the Company responsible for any errors or omissions made by the Client and the Client’s confirmation email is final. Refunds cannot be made by the Company, after the domain has been purchased on behalf of the Client.
5.2 3rd Party Hosting and DomainsClient agrees to take all legal responsibility for use of third party domain name, hosting and email services and hereby agrees to indemnify and hold harmless the Company from any claim resulting from the Client's publication of material and use of the domain name, hosting and email services. Any support or payment due relating to the domain name, hosting and email services are to be made between the Client and the third party service.
Client agrees to pass on SFTP details and any other access details relating to their domain name and hosting account which the Developer requires to upload the web site if required as part of a project.
The Company reserves the right without notice to refuse work with domain names or hosting and email services without reason for such rejection or refusal.
6. PROJECTSAtoms and Bits Limited will provide the Client with a scope of works, which will detail what is covered by the price quoted and agreed, as well as start date, content submission required date and a completion date.
Any changes to the scope of works after the agreement will need to be submitted online using the support ticket request system, by logging in at:
If the Client fails to provide the necessary content within the agreed time slot the Developer will commence using stock photos and sample text and continue to publish on the agreed completion date, until such time as the content is provided. Content provided after the required submission date will need to be re-scheduled in to the diary in-between other client project as deemed appropriate.
The Client agrees that a webpage built from a graphic design may not exactly match an original design specification because of the difference between the display in design software and the rendering of the code by internet browser software.
The Company agrees to try and match the design as closely as is possible when building the code.
The Company endeavours to create pages that are search engine friendly, however, the Company gives no guarantee that the site will become listed with search engines or of certain search results unless agreed at the time of purchase.
In no event shall the Company be held liable for any changes in search engine rankings as a result of using the Company’s code.
If an error or issue with the design or code arises during the project which does not allow the design or code to match the original specification, then Client agrees that the Company can apply a nearest available alternative solution.
After site completion, a Client or a third party of their choosing may wish to edit their web site code themselves to make updates. However, the Client agrees that in so doing they assume full responsibility for any issues which occur as a result of changing the code themselves.
If a Client or a third party of their choosing edits the web site code and this results in functionality errors or the page displaying incorrectly, then the Company reserves the right to quote for work to repair the web site.
The Company reserves the right to assign subcontractors in whole or as part of a project if needed.
The Client agrees that it is their responsibility to have regular backups of their website and software made by themselves or third party services in case of a software or hardware failure.
The Client may request in writing that the Company perform the said backup of their system and the company reserve the right to charge for this service.
All communications between the Developer and Client shall be by, email or Skype, except where agreed at Developer's discretion. Communications with theCompany in general may be by telephone, email or Skype.
7. WEB BROWSERSThe Company shall make every effort to ensure sites are designed to be viewed by the majority of visitors. Sites are designed to work with the main browsers Apple’s Safari, Microsoft’s Internet Explorer, Mozilla’s Firefox and Google’s Chrome latest releases.
The Client agrees that the Company cannot guarantee correct functionality with all browser software across different operating systems.
The Client agrees that after handover of files any updated software versions of the main browsers, domain name setup changes or hosting setup changes thereafter may affect the functionality and display of their web site.
As such, the Company reserves the right to quote for any work involved in changing the web site design or web site code for it to work with updated browser software, domain name or hosting changes.
8. PAYMENT TERMS
All prices are subject to VAT.
All invoices that do not qualify for monthly instalments require a 50% deposit in advance plus the first year of support, to allow the Developer to commence work. The remaining 50% of the invoice is to be paid upon completion of the Services in accordance with the quotation and agreed scope of works to the satisfaction of the Client, who’s acceptance shall not be unreasonably withheld.
Any variation to these standard terms must be agreed in writing by both parties prior to commencement of work.
Additional work requested by the Client which is not specified in the agreed quotation are subject to a separate quotation and the Company reserves the right whether to quote or accept additional work.
If additional work is accepted by the Company, it may affect the timescale and overall delivery time of the project. The Client agrees that if additional work is requested after commencement of a project, then the project delivery date may need to be adjusted accordingly.
Once an invoice is sent to the Client it must be paid by bank transfer (BASC) only within the next 30 days. The Company does not accept payments neither in cash or cheques.
The Company reserves the right to decline further work on a project if there are invoices outstanding with the Client.
The Client may request that the Company cancel a project in writing by email to the Director at:
addressed to the Web Development Team Manager and the project is cancelled only if the Web Development Team Manager confirms work has not been started on the project.
If the Developer has begun or completed the work and the Client no longer requires the files but have agreed to the work, they are still obliged to pay the Company for the work that has been carried out already.
All invoices are submitted by electronically via email from our online accounting system freeagent.com except where required otherwise by regulations or agreed at the Company's discretion.
The Company reserves the right to remove its work for a Client from the Internet if payments are not received and charges will be incurred to restore if the Client chooses to re-activate at a later date.
9. LIABILITY AND WARRANTY DISCLAIMERThe Company provides their web site and the contents thereof on an "as is" basis and makes no warranties with regard to the site and its contents, or fitness of services offered for a particular purpose.
The Company cannot guarantee the functionality or operations of their web site or that it will be uninterrupted or error free, nor does it warrant that the contents are current, accurate or complete.
Where websites are designed for clients using any major CMS’s platform (Joomla, Drupal or Wordpress) the Client agrees the Company is not liable for any bugs, performance issues or failure of their CMS platform. Any bugs, performance issues or failure with the software will be directed to the CMS’s support forums on behalf by The Company on behalf of The Client.
The Company endeavours to provide a web site within given delivery timescales to the best of its ability. However, the Client agrees that the Company is not liable for any claims, losses, costs incurred or compensation due to any failure to carry out services within a given delivery timescale.
The Client agrees the Company is not liable for absence of service as a result of major illness or cyber-attack during holiday periods.
The Client agrees the Company is not liable for any failure to carry out services for reasons beyond its control including but not limited to acts of God, telecommunication problems, software failure, hardware failure, third party interference, Government, emergency on major scale or any social disturbance of extreme nature such as industrial strike, riot, terrorism and war or any act or omission of any third party services.
The Company is not liable for any consequences or financial losses such as, but not limited to, loss of business, profit, revenue, contract, data or potential savings, relating to services provided.
On handover of files from the Company to the Client, the Client shall assume entire responsibility in ensuring that all files are functioning correctly before use.
Whilst every effort is made to make sure files are error free, the Company cannot guarantee that the display or functionality of the web design or the web site will be uninterrupted or error free.
If after handover of files errors are found in code the Developer has created and the main browsers, domain name setup and hosting setup are the same as when work began, then Developer can correct these errors for the Client at its own discretion.
If after handover of files errors are found in code the Developer has created and the main browsers have released an updated software version, or the domainname setup or hosting setup has been changed, the Developer can correct errors for the Client free of charge and reserves the right to quote separatelyfor any additional work needed as a result of changes to the browser software, domain name setup or hosting setup.
Should the Client go into compulsory or involuntary liquidation or cannot pay its debts in the normal course of business, the Company reserves the right to cancel forthwith any projects and invoice Client for any work completed.
The Company shall have no liability to the Client or any third parties for any damages, including but not limited to, claims, losses, lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of or inability to operate these web pages or web site, even if the Company has been advised of the possibility of such damages.
There are laws and taxes which affect Internet ecommerce. If relevant to their project the Client agrees that it is their responsibility to comply with such laws and will hold harmless, protect, and defend the Company and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Client’s exercise of Internet commerce.
The Company may from time to time recommend to the Client that updates are needed to their site to comply with, including but not limited to, new legislations, software releases and web standards.
The Company reserves the right to quote for any updates as separate work.
Client agrees the Company is not liable for any failure to inform or implement these updates to their site. Client agrees that it shall defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, costs, losses and claims arising from omission to inform or implement these updates.
10. INDEMNIFICATIONThe Client agrees to use all the Company services and facilities at their own risk and agree to defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, costs, losses and claims including but not limited to attorney’s fees against the Company or its associates that may arise directly or indirectly from any service provided or agreed to be provided or any product or service sold by the Client or its third parties.
Client agrees this indemnification extends to all aspects of the project, including but not limited to web site content and choice of domain name.
Client also agrees to defend, indemnify and hold harmless the Company against any liabilities arising out of injury to person or property caused by any service provided or agreed to be provided or any product or service sold by the Client or third parties, including but not limited to, infringement of copyright, infringement of proprietary rights, misinformation, delivery of defective products or services which is harmful to any person, business, company or organisation.
11. NONDISCLOSUREThe Company and any third party associates agrees that, except if directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information.
Likewise, the Client agrees that it will not convey any confidential information about the Company to another party.
Annual Support costs quoted in advance shall be fixed unless the scope of the support requirements varies +/- by more than 10%. 3 months prior to the anniversary of the support renewal the Company shall agree any change in scope that are over +/-10% with the Client and agree a renewal costs on a pro rata basis.
The Client shall issue a new order or agree a variation to an existing order to enable the Company to invoice.
13. INTERPRETATIONThe Company reserves the right to terminate a project with a Client at any time without prior notification if it finds the Client in breach of these terms and conditions. The Company shall be the sole arbiter in deciding what constitutes a breach.
No refunds are given in such a situation.
This agreement shall be governed by the laws of England and Wales which shall claim venue and jurisdiction for any legal motion or claim arising from this agreement. This agreement is void where prohibited by law.
Where one or more terms of this contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
Any and all matters pursuant to this agreement are governed by English Law and are under exclusive jurisdiction of the English Courts.
The Company reserves the right to alter these Terms and Conditions at any time without prior notice.
By accepting a quotation or making a payment of invoice to use the services supplied, the Client acknowledges to have read, understand, and accept the Terms and Conditions of this Agreement, and agrees to be legally binding by these Terms and Conditions.
Last updated: 16/06/2016
ATOMS AND BITS LIMITED
Company registered in England and Wales. Company number 07511824. 71-75 Shelton Street Covent Garden London England WC2H 9JQ.
Atoms and Bits Limited was founded by Javier Delgado-Esteban in 2011 after nearly 10 years of working with European academic institutions as he sought a way to bring his expertise in Photography, Video and Web Development to world-class Environmental Research Projects.
With an eclectic background Javier studied Contemporary Art and Photography and worked as an editorial photographer and video producer. He holds a First Class Bsc (Hons) in Biological Imaging and has worked for The EU, Bloompictures, AVIVA/Norwich Union, The British Council, The British Library, The Natural History Museum, The Tyndall Centre for Climate Change Research, Living with Environmental Change etc.
SOME OF OUR CUSTOMERS
and what they say about us:
Project Manager at National Centre for Atmospheric Science, University of Leeds
"Atoms and Bits has done a superb job on the development of our website http://crescendoproject.eu. We were looking for a modern, smart design and a flexible site that could be built upon during the project's lifetime. Javier and his team have certainly provided everything we wanted in order to achieve this. His regular support and step-by-step guides are really helpful."
“Javier responds promptly and accurately whenever there is an issue with the web-site. Whether a technical issue, or a legal or security one, Javier is on top of them all and knows how to fix things.”
Head of Impact, Living with Environmental Change
“ I sometimes wondered whether Javier could read my mind, he seemed to anticipate just what was needed to design and improve the website I imagined. He continues to be responsive, professional and dedicated to achieving what I as a client need."
Principal Investigator. Valuing Nature Network (VNN)
"Javier produced a beautiful website with bags of functionality. It was a major contributor to the growth of the network which within the first year had over 1000 members in more than 40 countries world wide. Thank you Javier!"
"I have worked with Javier on several websites over the past 7 years and I am really pleased with the clean design and layout of the sites he produces. These sites draw users to the new content and make it easy to navigate for more content. As non-techie person I find the sites easy to manage and gives me exactly what I want in terms of functionality; it’s very quick to add new content and also connects well to social media, renders nicely on devices and integrates with event management systems."
Project Administrator. Integrated Assessment of Geoengineering Proposals (IAGP)
“Normally I find using the site really easy to use, adding and changing content regularly, but occasionally things don’t go according to plan, or I’m struggling with something new, and it’s a real comfort to me knowing that Javier is there at the end of an email to help me.”
Web Administrator. University of East Anglia
"Javier is an excellent Web Manager who has developed a number of websites to an extremely high standard. His attention to detail, both in terms of client/customer service as well as site content is exceptional. He is also a pleasure to work with."
That we are currently involved with;
The Nexus Network
The Nexus Network is a three-year initiative to foster debate, innovative research and practical collaborations across the linked ‘nexus’ domains of food, energy, water and the environment.
2013-2016. Complete web design/development and social media strategy.
Bringing together scientists, economists, engineers and social scientists who are working to develop sustainable responses to climate change
2006-present. Our "Adoptive Alma mater": currently working as a New Media Manager.
That we have been involved with;
IAGP was the first major UK research project on geoengineering.
2011-2016. Complete web design/development. The site was integrated into the main Leeds University platform in 2016.
A leading interdisciplinary research centre in the field of sustainable development and decision making.
2011-2016. Complete web design/development and social media strategy. The site was integrated into the main UEA platform in 2016.
Improving understanding of the value of nature both in economic and non-economic terms, and improve the use of these valuations in decision making.
2011-2015. Complete web design/development and social media strategy.
World-leading research that better understands, and can potentially transform, relations between science, policy and society in responding to the unprecedented sustainability challenges facing our world.
2011-2014. Complete web design/development and social media strategy.
LWEC is a network of 20 UK public-sector organisations that fund, carry out and use environmental research.
2008-2015. We joined LWEC back in 2008, since then we have work on web development and social media strategy. The site was integrated into the main NERC platform back in 2015.
Hosting and Security
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SERVICE AND SUPPORT
Around-the-clock support from our highly trained team of experts.
Automated, redundant systems for your critical applications with all our hosting projects.
CLOUD BASED HOSTING
Our best-in-class architecture and highly redundant systems keeping your site fast, scalable, and secure.
Multiple, powerful firewalls between your data and possible threats included as standard.
Proactive detection and elimination of malware.
WE'VE GOT THE TOOLS AND THE SKILLS
Let us manage your media outputs so that you can focus on your research
We can help you with any image requirements you might have for your research project or academic institution. From portraits to be utilised on webpages and reports to professional video production, sound recording and editing.
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Leave your valuable content to us, we will look after it...
We monitor malware, blacklisting, DNS, WHOIS, SSL Certification, and site changes. 24/7, 365 days a week.
If your site gets infected or attacked, we will clean up the mess and get you up and running again in 24 hours max. Our guarantee: We’ll do everything we can to ensure your site won’t get hacked. And if your site still gets hacked, we’ll fix it…at no additional charge to you.
We can show you how to simply and easily use social media to reach out to different audiences and to build your audience numbers. We talk Facebook, Twitter, Google+, Linkedin etc...