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Terms of business.

The contract for our reviews, website builds, website care and search work. For business clients only.

Last updated
Applies to
All Saggar Studio work
Version
1.0

About these terms

1.1Saggar Studio is a trading name of Magixis Limited, a company registered in England and Wales (company number 17372370), whose registered office is Bartle House, 9 Oxford Court, Manchester, M2 3WQ. VAT registration is pending; we will add the number here once it is issued. In these terms “we” means Saggar Studio and “you” means the business we are working for.

1.2These terms apply to every piece of work we do for you. Each piece of work is described in a proposal. The proposal, these terms, our data processing agreement and our acceptable use policy together make up the contract.

1.3If the proposal and these terms disagree, the proposal wins for that piece of work. On data protection, the data processing agreement wins.

1.4We only work with businesses. You confirm that you are entering the contract for purposes relating to your trade, business, craft or profession. Consumer rights such as the 14-day cancellation period do not apply.

1.5Your own terms and conditions, including any on a purchase order, do not apply unless we agree to them in writing.

Words we use

TermMeaning
ProposalOur written description of the work, price and timings, sent by email or document
BuildDesigning and building a website (up to five pages unless the proposal says otherwise)
Website careThe £85 a month plan: hosting, SSL, domain admin, backups, security updates and up to one hour of copy edits
Get found onlineThe £435 a month search plan, with a £400 setup fee unless waived
ReviewThe £400 Website & Visibility Review
Go-live dateThe day your website is first published on your domain, or the day your Get found online work starts
Your materialsAnything you give us: text, images, logos, data, logins and instructions
Our toolsCode, components, templates, processes and know-how we had before, or develop generally, and reuse across clients
Business dayMonday to Friday, excluding bank holidays in England

How the contract starts

3.1The contract for a piece of work starts when you accept our proposal in writing (email is fine) or pay its first invoice, whichever happens first.

3.2A proposal is valid for 30 days from the date we send it.

3.3We may decline any work, including work that would breach our acceptable use policy.

What we do

The £400 review

4.1We deliver a written, costed list of fixes within one week of receiving the access and information we ask for.

4.2The review is yours to use however you like, whether or not you ask us to do the work. If you accept a proposal for a build or Get found online setup within 30 days of receiving it, we take £200 off that build or setup fee.

Website build

4.3We build the pages and features set out in the proposal. The build fee is fixed once the scope is agreed.

4.4We aim to finish within two weeks of the later of: the scope being agreed, and receiving all your materials. If materials arrive late, the date moves.

4.5The build includes three rounds of revisions within the agreed scope. Anything outside the scope, such as extra pages, booking or payments, is quoted separately and only done once you agree the price.

4.6When the website is ready we tell you in writing. You then have ten business days to approve it or tell us what does not match the scope. If you do neither, the website is treated as approved.

4.7The build includes a cookie banner, a cookie policy and a privacy policy, drafted from the information you give us. These are templates, not legal advice. You are responsible for checking they are accurate for your business and keeping them up to date. Where we set up Google Analytics or Microsoft Clarity, they load only after a visitor accepts cookies, and we do not use Clarity on pages that collect health information or bookings.

Website care

4.8From the go-live date, website care covers hosting, SSL certificate, domain administration, backups, security updates and up to one hour of copy edits each month.

4.9Unused edit time does not carry over. Extra time is £45 an hour, charged in 15-minute blocks, and we tell you before it is used.

4.10Website care does not include redesigns, new pages or features, writing new content, or fixing problems caused by changes made by you or someone else. We quote for these separately.

Get found online

4.11The work is described on our website and in the proposal. It includes the monthly one-pager report and website care.

4.12We publish nothing in your name, including new pages, Google Business Profile posts and review replies, until you have approved it, unless you tell us in writing that we may publish without approval.

4.13The £400 setup fee is waived if we build your website.

The launch offer

4.14Where you receive a free build under our launch offer, you agree that we may publish a case study of the work, naming your business and including screenshots and a description. We will show you the case study before publishing and correct anything factually wrong.

4.15Website care is payable at £85 a month on the usual 12-month minimum.

4.16If the contract ends in the first 12 months for any reason other than our breach, the standard £585 build fee becomes payable, in addition to the early-exit amount in 7.3.

What we need from you

5.1Materials, access, feedback and decisions, provided on time and accurate. One named person who can make decisions for your business.

5.2If we are waiting on you for more than ten business days, we may move the project to our next available slot.

5.3If a project is paused by you for more than 60 days, we may invoice for the work done so far and close it. We will restart it under a new proposal.

5.4Ownership of, or a licence for, everything you give us. You are responsible for the claims your website makes about your business, including prices, qualifications, results and regulated statements.

5.5You are the controller of personal data collected through your website. You are responsible for having a lawful basis for it and for keeping your privacy notice accurate.

5.6Keeping your own copies of important content, and keeping your logins secure.

Prices and payment

6.1Prices are set out in the proposal. The prices on our website are the total amount you pay, including any VAT that applies.

6.2The build fee is payable in two halves: 50% by bank transfer when you accept the proposal, and 50% on the go-live date. The review fee and Get found online setup fee are payable when you accept the proposal.

6.3Monthly fees are payable in advance. The first month is charged on the go-live date, with the second half of the build fee. After that, we take payment through Stripe on the same date each month.

6.4Invoices are due within 14 days of the invoice date.

6.5If you dispute an invoice, tell us in writing within 14 days of receiving it, saying what you dispute and why, and pay the rest on time.

6.6If you pay late, we may charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998. Interest runs at 8% a year above the Bank of England base rate from the due date until payment. Compensation is £40, £70 or £100 per invoice depending on its size, plus reasonable costs of recovering the debt.

6.7If a payment is more than 14 days late, we may suspend any service, including hosting, after giving you seven days’ written notice. We restart it within two business days of payment. We will not delete your website during a suspension for at least 30 days.

6.8Prices are fixed for the minimum term. After that we may change monthly prices by giving you 60 days’ notice, and you may end the plan before the change takes effect without charge.

Minimum term, notice and leaving

7.1Website care and Get found online each run for a minimum of 12 months from the go-live date, then continue month to month.

7.2After the minimum term, either of us can end a plan by giving thirty days’ written notice. Email is fine.

7.3If you end a website care plan during the first 12 months, you pay the remaining months at £85 each, capped at £500. If you end Get found online during the first 12 months, you pay £500. These amounts reflect costs we commit to when a plan starts.

7.4Either of us may end the contract immediately by written notice if the other seriously breaches it and does not put it right within 14 days of being asked to, or becomes insolvent or stops trading.

7.5We may suspend or end a service immediately if your website is used in a way that breaches our acceptable use policy or the law, or puts our systems or other clients at risk.

7.6If we end the contract because of your breach, the early-exit amounts in 7.3 apply.

When a contract ends

8.1Your domain is registered in your name. Whatever the circumstances, we will give you what you need to move it, including any transfer code, within five business days of your request.

8.2Once everything you owe us has been paid, we send you a full copy of your website’s files, code and any database within ten business days, and help your new provider with reasonable questions. Further migration help is charged at £45 an hour.

8.3Hosting continues until the end of the notice period, then stops. We delete your website 30 days after that. Copies in backups are deleted as the backups expire, within six months.

8.4We return or delete your logins and remove our access to your accounts. You should change any passwords you shared with us.

8.5Sections on ownership, confidentiality, liability, payment and the law continue to apply after the contract ends.

Who owns what

9.1Once the build fee has been paid in full (or, for a launch offer build, on the go-live date), you own the copyright in the design, code and words we created specifically for you.

9.2We keep ownership of our tools. We give you a permanent, royalty-free, non-exclusive licence to use, copy and change them as part of your website, including after you leave us.

9.3Fonts, plugins, images, platforms and other third-party items are covered by their own licences. We tell you before using anything that needs a paid licence, and you pay for any you choose.

9.4Until the build fee is paid, you may use the work only to review it.

9.5We may show the finished website in our portfolio and name you as a client. Tell us in writing if you would rather we did not, except where a case study is part of the launch offer.

Hosting, backups and security

11.1We host websites with established providers and work to keep them available, but we do not promise uninterrupted service. We are not responsible for outages caused by those providers, by your domain registrar, or by internet failures.

11.2We take backups weekly and keep them for six months. We restore from backup once a quarter at no charge; further restores are charged at £45 an hour unless the problem was our fault.

11.3We apply security updates promptly. No website can be made completely secure, and we are not liable for attacks we could not reasonably have prevented.

11.4We build to WCAG 2.2 AA at launch. Changes made by you or others afterwards may affect this. We do not certify that a website meets any particular law, including the Equality Act 2010.

Confidentiality and data

12.1Each of us will keep the other’s confidential information private and use it only for the contract, except where it is already public or the law requires disclosure. This continues for two years after the contract ends.

12.2Where we handle personal data on your behalf, our data processing agreement applies and forms part of the contract.

Liability

13.1Nothing in the contract limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited by law.

13.2We are not liable for loss of profit, revenue, business, contracts, goodwill or anticipated savings, or for any indirect or consequential loss, however caused.

13.3We are not liable for loss or corruption of data, except that we will restore your website from our most recent backup.

13.4We are not liable for problems caused by your materials, your instructions, delays on your side, or third-party platforms and services.

13.5Subject to 13.1, our total liability to you under or in connection with the contract, whether in contract, tort (including negligence) or otherwise, is limited in each 12-month period to the fees you paid us in that period.

13.6You will compensate us for any claim, loss or cost we suffer because your materials infringe someone else’s rights, because your website breaks the law, or because you breach the acceptable use policy.

General

14.1Neither of us is liable for delay or failure caused by events outside reasonable control, such as a major outage at a hosting provider, extreme weather or illness. If the event lasts more than 30 days, either of us may end the affected service without an early-exit charge.

14.2We may use trusted subcontractors. We remain responsible for their work.

14.3The contract is the whole agreement between us about the work. Neither of us is relying on anything said that is not written in it.

14.4We may update these terms. New versions apply to new proposals. For ongoing plans, we give you 30 days’ notice of any change, and you may end the plan without an early-exit charge if the change materially disadvantages you.

14.5Notices must be in writing and may be sent by email to the addresses in the proposal.

14.6We may transfer the contract to a business that takes over Saggar Studio, and will tell you if we do. You need our written agreement to transfer it.

14.7Nobody else has rights under the contract under the Contracts (Rights of Third Parties) Act 1999.

14.8If a court finds part of the contract invalid, the rest still applies. Not enforcing a right straight away does not mean giving it up.

Disagreements and law

15.1If something goes wrong, email us first. We will reply within five business days and try to sort it out by talking.

15.2If that does not work within 30 days, either of us may suggest mediation before going to court.

15.3The contract is governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.