Terms and Conditions
The following terms and conditions apply to all services, including website development and design services, (the Services) provided by Arcopix to the Client, in conjunction with any relevant quotation provided to the Client by Arcopix (Terms), unless otherwise agreed in writing.
• By accepting a quote, you agree to and accept the terms and conditions of Arcopix. Acceptance can be verbal, by email, payment of Initiation, signing a quote.
Charges for the Services are defined in the project quotation that the Client receives from Arcopix via email. Quotations are valid for a period of 30 days. Arcopix reserves the right to alter a quotation or decline to provide the relevant Services after expiry of the 30 days.
Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work commences. The remaining percentage of the project quotation total due upon completion of the work, prior to upload to the server or release of materials.
The Client agrees to reimburse Arcopix for any additional expenses necessary for the completion of the work.
2. Invoicing and payment
Arcopix shall submit invoices in line with the timescales above. Invoices are normally sent via email. Payment is due on receipt of the invoice by the Client.
If the Client fails to make any payment due to Arcopix by the due date for payment, then, without limiting Arcopix’s remedies under or in connection with these terms and conditions, the Client shall pay interest on the overdue amount at the rate of 4% per month. Such interest shall accrue on a monthly basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Client shall pay the interest together with the overdue amount.
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 Arcopix ’s web space, Arcopix will, at its discretion, remove all such material from its web space. Arcopix 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.
3. Client Review
Arcopix 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, the website will be deemed to be accepted and approved unless the Client notifies Arcopix otherwise within ten (10) working days of the date the materials are made available to the Client.
4. Turnaround Time and Content Control
Arcopix will install and publicly post or supply the Client’s website by the date specified in the project proposal, or at the date agreed with Client upon Arcopix receiving initial payment, unless a delay is specifically requested by the Client and agreed by Arcopix.
In return, the Client agrees to provide Arcopix promptly with all necessary co-operation, information, materials and data, access to staff and timely decision-making which may be reasonably required by Arcopix for the performance of the Services. This shall include the Client delegating a single individual as a primary contact to aid Arcopix with progressing the commission in a satisfactory and expedient manner.
During the project, Arcopix will require the Client to provide website content; text, images, movies and sound files, along with any relevant background information.
5. Failure to provide required website content
Arcopix is a small business, and to remain efficient we must ensure that work we have programmed is carried out at the scheduled time. On occasions, we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged.
This is why we ask that the Client provides all the required information in advance. On any occasion where progress cannot be made with the Client’s website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge of up to 25% of the Charges. If the Services involve Search Engine Optimisation we need the text content for the Client’s site in advance so that the SEO can be planned and completed efficiently.
If the Client agrees to provide us with the required information and subsequently fail to do within one week of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately. Simply put, do not give us the go ahead to start until you are ready to do so.
NOTE: Text content must 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 must have the same titles as the agreed website pages. Contact us if you need clarification on this.
6. Web Browsers
Arcopix 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 (e.g. Firefox, Google Chrome, Microsoft Edge etc.). The Client agrees that Arcopix cannot guarantee correct functionality with all browser software across different operating systems.
Arcopix cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the website has been designed and handed over to the Client. As such, Arcopix 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.
Termination of SEO services by the Client must be requested in a written notice. Telephone requests for termination of services will not be honoured until and unless confirmed in writing via email. The client MUST cancel by themselves the subscription payment in Paypal, Arcopix will not cancel the subscription, this is the responsability of The Client. The Client will be invoiced for work completed (including any expenses incurred, as outlined in clause 1) to the date of first notice of cancellation for payment in full within thirty (30) days. Arcopix will not accept refund requests after the quotation is signed and the work has started.
All Arcopix services may be used for lawful purposes only. The Client agrees to indemnify and hold harmless Arcopix against all damages, losses and expenses arising as a result of any and all actions or claims resulting from the Client’s use of Arcopix ’s service.
9. Intellectual property
Background IP means any IP Rights, other than Foreground IP, that is used in connection with these Terms.
Foreground IP means any IP Rights that arise or are obtained or developed by, or by a contractor on behalf of, either party in respect of the services and deliverables under or in connection with these Terms.
IP Rights means patents, utility models, rights to inventions, copyright and neighbouring and related rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
All Background IP, including but not limited to any IP Rights in data, files and graphic logos provided to Arcopix by the Client, is and shall remain the exclusive property of the party owning it (or, where applicable, the third party from whom its right to use the Background IP has derived).
The Client hereby grants to Arcopix a non-exclusive licence to publish and use such material, which may be sub-licensed to any contractor acting on behalf of Arcopix . 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 Arcopix permission and rights for use of the same. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Arcopix that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested. The Client shall indemnify and hold harmless Arcopix against all damages, losses and expenses arising as a result of any and all actions or claims that any materials provided to Arcopix by or on behalf of the Client infringe the IP Rights of a third party.
All Foreground IP shall vest in and be owned absolutely by the party creating or developing it. Arcopix hereby grants the Client a non-exclusive licence of such Foreground IP for the purpose of operating the website.
9. Review and Changes.
1. On design completion of the Client’s website, the website will be activated for 2 (two) working days, in order for the Client to preview and respond with amendments and/or improvements, within these 2 (two) working days, in writing by e-mail.
2. Hereafter the Client’s website will be reverted to “Under Construction” status until these amendments and/or improvements, or other adjustments have been made.
10. Balance of Payment.
1. The Client is required to e-mail Proof of Payment to Arcopix, which will be reciprocated with a Statement, allocating payment to said Invoice, to the Client, when said funds are confirmed by Arcopix.
2. All work remains the property of Arcopix until the full and final payment is received.
11. Completion Date.
1. Activation of the Client’s website is conditional to the Terms & Conditions. above.
2. The Completion Date of a project is affected by feedback and received content from the Client. Time-frames will be adjusted within reason, notwithstanding these Terms & Conditions.
3. The Client will be notified when the website is activated, and then the Client will have 2 (two) working days to report any faults or request minor alterations (within the initial Agreement), in writing by e-mail.
4. Should Arcopix not receive a change request within 10 working days via e-mail, the Client’s website is considered finalized and complete. Therefore, Arcopix takes no responsibility for website content errors hereafter.
5. Please note that any further adjustments or amendments after this date will be at an additional cost as set out in Terms and Conditions.
12. Additional Work
1. Additional Work requested and agreed to, or any other work in progress for the Client’s website after the Completion Date of the original Agreement, will be billed in accordance to these Terms and Conditions, quoted and agreed to. Any additional work, not included in the specification and agreed website design, will incur additional fees to be agreed on based on the new requirements.
2. All payment(s) and time-frame(s) as set out in these Terms and Condition shall apply.
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 (Word or Google Docs delivered via USB drive, e-mail or FTP) 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 Arcopix 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 and Marketing
A link to Arcopix 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 HK$5000, a fixed fee of HK$1000 will be applied.
The Client agrees that the website developed for the Client may be presented in Arcopix ’s portfolio, and hereby grants Arcopix a worldwide, perpetual, non-exclusive licence to use its name, logo and branding for advertising, marketing and promotional activities.
15. Third Party Servers
Arcopix designs and tests websites to work on its own servers, and cannot guarantee correct functionality if the Client wishes to use a third-party server. In the event that the Client is using a third-party server, it is the responsibility of the Client and any third party host to ensure that the server is compatible with the website. Arcopix will assist the Client to configure the server if this is required. However, this may be subject to additional charges.
If the Client’s website is to be installed on a third-party server, Arcopix 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. Domain Names
Arcopix may purchase domain names on behalf of the Client. Payment in relation to, 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 Arcopix . The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
17. Third Party Products
Any third party software which Arcopix agrees to provide shall be supplied in accordance with the relevant licensor’s standard terms. The one-off licence fee for such third party software is included in the Charges payable pursuant to clause 1.
These Terms constitute the entire agreement between the parties and supersedes all previous representations, promises, assurances, warranties, understandings and agreements between them, whether written or oral, relating to their subject matter.
A failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy.
These Terms do not give rise to rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any part of these Terms.
No variation of these Terms shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
A notice given to a party under or in connection with these Terms shall be in writing and in English, by email or next working day delivery service. Notices to the Client shall be sent to the email address or address last notified to Arcopix . Notices to Arcopix shall be sent to the email address or address set out at https://arcopix.com/contact
19. Digital Marketing
Arcopix will honour the components of your chosen digital marketing scope of work, 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.
Nothing in these Terms shall operate to exclude or limit either party’s liability for: (a) death or personal injury caused by its negligence; (b) fraud; or (c) any other liability which cannot be excluded or limited under applicable law.
Arcopix shall not be liable under or in connection with these Terms or any collateral contract for any: (a) loss of revenue; (b) loss of actual or anticipated profits; (c) loss of contracts; (d) loss of business; (e) loss of opportunity; (f) loss of goodwill or reputation; (g) loss of, damage to or corruption of data; (h) any indirect or consequential loss; (i) loss or damage caused by any inaccuracy, omission, delay or error, whether as a result of negligence or other cause in the production of the website; or (j) loss or damage to the Client’s artwork/photos supplied for the website, whether as a result of negligence or otherwise.
The entire liability of Arcopix 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.
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 original provision.