Terms & Conditions

Terms Governing The Use Of Our Services

  • Definitions. Wherever the following words or expressions appear they have the meaning as given below:

We, Us, Our - Woodbox Media Ltd
You, yours, Customer – Client

1. Price Variation

Price estimates are based on the Woodbox Media Ltd current costs of production and, unless otherwise agreed, are subject to amendment on or at any time after acceptance, where such amendment is required in order to meet any rise or fall of such costs.

2. Tax

We reserve the right to charge the amount of any value added tax payable whether or not included on the estimate or invoice.

3. Preliminary Work

All work carried out, whether experimentally or otherwise, at customer's request shall be chargeable via invoice or taken from any deposits paid.

4. Copy

Where any additional work of whatever nature is necessary as a result of copy supplied by a customer not being clear and/or legible, then Woodbox Media Ltd shall be entitled to make additional charges on a time and materials basis to cover such additional work.

5. Proofs

Proofs of all work may be submitted for customer's approval and Woodbox Media Ltd shall incur no liability for any errors not corrected by the customer in proofs so submitted. Additional charges shall be made for any additional proofs that are required as a result of alterations required by the customer. When style, type or layout is left to Woodbox Media Ltd.’s discretion, any subsequent changes to such style, type or layout required by the customer shall be subject to additional charges on a time and materials basis.

6. Copyright

Unless negotiated and agreed in writing, the copyright of general artwork, commissioned artwork and illustrations and anything else whatsoever prepared, developed or created by Woodbox Media Ltd shall vest in and belong to us. We may use any artwork, website or printing produced by itself for the purposes of promoting itself. The customer shall be responsible for obtaining all necessary authorities and consents to reproduce pictures, artwork, photographs, copyright text and/or any other reproducible materials ("Materials") prior to instructing Woodbox Media Ltd to reproduce the same. The customer shall indemnify and hold Woodbox Media Ltd and its agents and representatives harmless against all claims, demands, actions, costs, expenses (including but not limited to legal costs and disbursements), losses and damages arising from or suffered or incurred by reason of any claim (including but not limited to the defence of such claim) that the reproduction of the Materials by Woodbox Media Ltd infringes the intellectual property or other rights of any third party or misuses the confidential information of a third party.
All design, text, illustrations, graphics, photographs, diagrams, drawings, logos and the selection and arrangement thereof, and all source code and all other material content of any Website owned, controlled or operated by Woodbox Media Ltd are the intellectual property of Woodbox Media Ltd or its content providers and as between Woodbox Media Ltd and the customer all intellectual property rights (including all copyright) arising out of or connected with such content shall belong to Woodbox Media Ltd. No reproduction of any part is allowed without written permission.

7. Imprint and Advertising

With the consent of the Client, Woodbox Media Ltd shall be entitled to refer on contract products in a suitable manner. Consent by the client can only be refused if they have an overriding interest. Woodbox Media Ltd reserves the right, also without explicit consent by the client, to send out specimens of the orders to third parties as quality samples.

8. Delivery & Payment

Delivery for works will normally be between 7 - 1 O working days.

These services rely on the customer not delaying the progress of the order in any way (which delays include but are not limited to the customer not returning proofs by the time specified by the Woodbox Media reseller or failing to make payment by the time such payment is due) (a "Customer Delay"). In the event of a Customer Delay the customer shall still be obliged to pay the Premium Charges but we shall not be bound to deliver within the Guaranteed Period.

Risk of loss of or damage to work completed by us shall pass to the customer on delivery. Notwithstanding delivery and the passing of risk in the work to the customer, ownership of and title to the work shall not pass to the customer and shall be retained by us until we have received payment in full in respect of the work.

Please Note: Full Payment for all works is due upon delivery of completed orders. Woodbox Media retain the right to not leave printed items or publish web and advertising items until such time full payment is received and clear. In the event of non-payment within 30 days of invoice Woodbox Media will take legal action to recover payment unless prior agreement has been reached between the customer and the company. We also retain the right to remove all items remaining unpaid at their discretion. With regards to monthly website payments, if a payment is not received within 14 days of the first day of the month will result in the shutdown of your website and it will not be reinstated until payment has been received (please refer to point 11, Web Design).

9. Full Colour Printing

With colour reproductions in all manufacturing methods, slight deviations from the original cannot-be rejected. The same shall apply, for technical reasons, to the comparison between other templates, e.g. proofs and printouts, even if we have prepared them, and the end product. We will only indemnify deviations in the quality of the material used, up to the amount of the order value

10. Web Design

We reserve the right to refuse, amend, withdraw, suspend services, or otherwise deal with all websites under our control at our absolute discretion. Woodbox Media Ltd will endeavour to provide the client with a website hosted for 24 hours per day, however we do not except responsibility for downtime or link failures. Standing order and Direct Debit payments will be due to commence on the 1st day of the month following completion and publishing of the website, if a payment is not received within 14 days of the first day of the month will result in the shutdown of your website and it will not be reinstated until payment has been received. In the event of a website being shut down due to non-payment, Woodbox Media Ltd will not be held responsible nor accept any responsibility for any loss of earnings incurred. At the end of the stated contracted period (12 Months) the Hosting & Maintenance will automatically be renewed for the same time period at the new monthly rate according to inflation or price changes. Three months’ notice in writing prior to the end of this agreement must be given if extension is not required. Products placed on an ecommerce website are your soul responsibility, you undertake by signing this agreement that you will comply with legislation relative to that product. Woodbox Media reserves the right to remove any products it deems unlawful or a low moral standard. We are not responsible in any way for any payments made to you by your customers, or any loss of any product in your dealing with your customers. You are also responsible for the placement of all products descriptions and photographs on your ecommerce site unless otherwise arranged with us 

11. Data Protection

By placing an order with Woodbox Media Ltd, the customer consents to its details being kept by us for accounting and marketing purposes. The details will be kept by us, even after the customer's trading relationship with Woodbox Media Ltd has terminated, Woodbox Media may use the customer's personal data to let customers know about goods and services similar to the goods or services provided to the customer previously and any others matters that we consider may be of interest to customers.

12. Force Majeure

Woodbox Media Ltd shall be under no liability if it shall be unable to perform any obligation which is owed by it to the customer for any reason beyond his control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the customer may by written notice to us elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.

13. Variation to Terms and Conditions

These terms and conditions may be amended from time to time. The latest version of these terms and conditions may be accessed via the Website at www.woodboxmedia.co.uk/terms.

14. Law

These terms and conditions and all other express terms of the contract with customers shall be governed and construed in accordance with English law. English Courts shall have jurisdiction in relation to any matters arising in connection with any contract between the Woodbox Media reseller and the customer into which these terms are incorporated.

15. Future Orders

All orders placed over the telephone or via email from existing customers are subject to our standard terms and conditions, the latest version of which are available on our website at www.woodboxmedia.co.uk/term . Please note that all orders placed by new clients must have a fully signed agreement before work can commence.

Website Design/Development Terms & Conditions

The following terms and conditions apply to all website development / design services provided by Woodbox Media Ltd to the Client.

1. Acceptance

It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.

Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

2. Charges

Charges for services to be provided by Woodbox Media Ltd are defined in the project quotation that the Client receives via e-mail or on the written order form. Quotations are valid for a period of 30 days. Woodbox Media Ltd reserves the right to alter or decline to provide a quotation after expiry of the 30 days.

Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of thirty three (33) percent of the project quotation total before the work is started and supplied to the Client for review. A second charge of thirty three (33) percent is required after the sign off of design and before development stage, with the remaining balance of the project quotation total due upon completion of the work, prior to upload to the server or release of materials.

Payment for services is due by bank transfer and payable to Woodbox Media Ltd. Bank details will be made available on invoices.

3. Client Review

Woodbox Media Ltd will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Woodbox Media Ltd otherwise within ten (10) days of the date the materials are made available to the Client.

4. Turnaround Time and Content Control

Woodbox Media Ltd will install and publicly post or supply the Client's website by the date specified in the project proposal, or at date agreed with the Client upon Woodbox Media Ltd receiving initial payment, unless a delay is specifically requested by the Client and agreed by Woodbox Media Ltd.

In return, the Client agrees to delegate a single individual as a primary contact to aid Woodbox Media Ltd with progressing the commission in a satisfactory and expedient manner.

During the project, Woodbox Media Ltd will require the Client to provide website content; text, images, movies and sound files

5. Failure to provide required website content:

Woodbox Media Ltd cannot be held responsible for any delay in the production of the work due to any delay by the client in providing the necessary documents and information needed to produce such works. If such a delay happens, Woodbox Media Ltd reserves the right to start invoicing for the monthly hosting, maintenance and any SEO or marketing payments as outlined in the quote or sales order before the project is complete.

NOTE: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website. These pages should have the same titles as the agreed website pages. Contact us if you need clarification on this.

Using our content management system you are able to keep your content up to date your self.

6. Payment

Invoices will be provided by Woodbox Media Ltd upon completion but before publishing the live website. Invoices are normally sent via email; however, the Client may choose to receive hard copy invoices. Invoices are due upon receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of the higher of one and one-half percent (1.5%) or £30 per month of the total amount due.

7. Additional Expenses

Client agrees to reimburse Woodbox Media Ltd for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography etc.

8. Web Browsers

Woodbox Media Ltd makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers and their latest version at the date of site publish (e.g. Firefox, Edge, Google Chrome, etc.). Client agrees that Woodbox Media Ltd cannot guarantee correct functionality with all browser software across different operating systems.

Woodbox Media Ltd cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the website have been designed and handed over to the Client. As such, Woodbox Media Ltd reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.

9. Default

Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Woodbox Media Ltd's Web space, Woodbox Media Ltd will, at its discretion, remove all such material from its web space. Woodbox Media Ltd is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client's account. Clients with accounts in default agree to pay Woodbox Media Ltd reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Woodbox Media Ltd in enforcing these Terms and Conditions.

10. Termination

Termination of services by the Client must be requested in a written notice after the term stated in the initial quote or sales order and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for design work completed to the date of first notice of cancellation for payment in full within thirty (30) days.

11. Indemnity

All Woodbox Media Ltd services may be used for lawful purposes only. You agree to indemnify and hold Woodbox Media Ltd harmless from any claims resulting from your use of our service that damages you or any other party.

12. Copyright

The Client retains the copyright to data, files and graphic logos provided by the Client, and grants Woodbox Media Ltd the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting Woodbox Media Ltd permission and rights for use of the same and agrees to indemnify and hold harmless Woodbox Media Ltd from any and all claims resulting from the Client's negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Woodbox Media Ltd that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

13. Standard Media Delivery

Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by Woodbox Media Ltd to return to the Client any images or printed material provided for use in creation of the Client's website, such return cannot be guaranteed.

14. Design Credit

A link to Woodbox Media Ltd will appear in either small type or by a small graphic at the bottom of the Client's website. If a graphic is used, it will be designed to fit in with the overall site design. If a client requests that the design credit be removed, a nominal fee of 10% of the total development charges will be applied. When total development charges are less than £5000, a fixed fee of £500 will be applied. The Client also agrees that the website developed for the Client may be presented in Woodbox Media Ltd's portfolio.

15. Access Requirements

If the Client's website is to be installed on a third-party server, Woodbox Media Ltd must be granted temporary read/write access to the Client's storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.

16. Post-Placement Alterations

Woodbox Media Ltd cannot accept responsibility for any alterations caused by a third party occurring to the Client's pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.

17. Domain Names

Woodbox Media Ltd may purchase domain names on behalf of the Client. Payment and renewal of those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of Woodbox Media Ltd. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.

18. General

These Terms and Conditions supersede all previous representations, understandings or agreements. The Client's signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.

19. Social Media Management

Social Media Marketing and Management is defined as helping a client to promote their products or services through social media channels. Woodbox Media Ltd will honour the components of your chosen social media package, providing an agreement to a minimum 3 months contract is served and monthly payments are received in advance. In the event that payment is not received on time, we regret that further work will be halted until this is rectified.

20. Governing Law

This Agreement shall be governed by English Law.

21. Liability

Woodbox Media Ltd hereby excludes itself, its Employees and or Agents from all and any liability from:

  • Loss or damage caused by any inaccuracy;
  • Loss or damage caused by omission;
  • Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
  • Loss or damage to clients' artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.

The entire liability of Woodbox Media Ltd to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.

22. Severability

In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid,

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