GOTYOU
Terms & Conditions of Sale
If your project requires the use of mathematical formulas for product pricing calculation, then your attention is drawn to clause 5.
1. Introduction
1.1 These terms and conditions (“Terms”) govern the provision of web development services (“Services”) by Mark Jones t/a GotYou (“the Developer”) to its clients (“the Client”).
1.2 By engaging the Developer, the Client agrees to these Terms in their entirety. Any amendments or changes to these Terms must be agreed upon in writing by both parties.
1.3 Acceptance of these Terms is confirmed by the Client’s payment of the advance deposit as detailed in Section 4.
2. Services Provided
2.1 The Developer agrees to provide the Services as detailed in the project proposal or quotation (“the Agreement”).
2.2 All timelines and deliverables will be outlined in the Agreement. The Developer shall use reasonable efforts to meet agreed timelines but shall not be liable for delays caused by the Client or unforeseen circumstances.
3. Client Responsibilities
3.1 The Client shall provide all necessary materials, access, and information required for the Developer to complete the Services, including but not limited to branding materials, content, and login credentials.
3.2 The Client agrees to review deliverables and provide feedback within the timelines specified in the Agreement.
3.3 The Client shall ensure that any materials provided do not infringe on third-party rights or breach any laws.
4. Fees and Payment
4.1 The fees for the Services shall be as stated in the Agreement.
4.2 A deposit of 50% is required before the commencement of work, with the balance payable as per the payment schedule in the Agreement.
4.3 All invoices must be paid within upon receipt of the invoice date. Late payments may incur interest at the rate of 6% per month.
4.4 The Developer reserves the right to pause work on the project if payments are overdue.
5. Intellectual Property
5.1 Upon full payment, the Client shall own the rights to the final deliverables, except for any third-party components, mathematical formulas, or pre-existing materials owned by the Developer or licensed for use.
5.2 The Developer retains the right to use the formulas developed for the Client, in its portfolio, promotional materials, or other clients’ websites unless otherwise agreed in writing.
5.3 All mathematical formulas for product calculation developed by the Developer, retains full copyright ownership and are protected under applicable intellectual property laws. These formulas are licensed strictly for use on a single domain name and may not be copied, shared, or distributed in any form. Use of these formulas on subdomains, iframes or similar, redirects, or any additional domains is expressly prohibited without prior written consent from the Developer. If these formulas are used on any other domain or website, the Client agrees to compensate the Developer an amount equivalent to the original development cost, plus an additional 20% of the original development cost per year since the original development, for each unauthorized use, subdomain or additional domain.
5.4 The Client is responsible for ensuring the security of the formulas provided. The Client shall be liable for any breach of security, whether by third parties or members of the Client’s staff, that results in the illegal copying or distribution of the formulas. Any such breach will be considered a violation of these Terms, and the Client shall indemnify the Developer for any resulting losses or damages, as listed in Section 5.3.
5.5 The Client also agrees to place legally binding non-disclosure agreements with any member of staff or third-party contractor detailing the confidential nature of these formulas. This does not negate the client’s responsibility for the formula security as in section 5.4.
6. Revisions and Change Requests
6.1 The Agreement includes a specified number of revisions. Additional revisions or changes outside the scope of the Agreement shall be billed at the Developer’s standard hourly rate.
6.2 All change requests must be made in writing and approved by both parties.
7. Termination
7.1 Either party may terminate the Agreement with seven (7) days’ written notice.
7.2 If the Client terminates the Agreement, the Client shall pay for all work completed up to the termination date.
7.3 The Developer reserves the right to terminate the Agreement immediately if the Client breaches these Terms.
8. Warranties and Disclaimers
8.1 The Developer warrants that the Services will be performed with reasonable skill and care.
8.2 The Developer does not warrant that the deliverables will be error-free or compatible with all devices and browsers.
8.3 The Client is responsible for testing the deliverables and reporting any issues within [number] days of delivery.
9. Limitation of Liability
9.1 The Developer’s total liability under or in connection with the Agreement shall not exceed the total fees paid by the Client.
9.2 The Developer shall not be liable for indirect, consequential, or special damages, including loss of profit or data.
9.3 Nothing in these Terms shall limit or exclude liability for death or personal injury caused by negligence or any other liability that cannot be excluded under applicable law.
10. Confidentiality
10.1 Both parties agree to keep confidential all information disclosed during the course of the project, except where disclosure is required by law or with prior written consent.
11. Governing Law and Jurisdiction
11.1 These Terms shall be governed by and construed in accordance with the laws of England and Wales.
11.2 Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.
12. Miscellaneous
12.1 Any notices under these Terms shall be sent to the addresses specified in the Agreement.
12.2 If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.
12.3 These Terms constitute the entire agreement between the parties and supersede any prior agreements or understandings.
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