General
Daily rate for designer, photographer and copywriter shall be £475.00 plus materials and expenses (e.g., petrol and accommodation, where required). Or on specific written approval and arrangement.All services are based on an annual subscription and auto roll over basis.
All assignments will be priced on a definite Day/Half day rate decided by the photographer, copywriter or designer as appropriate. If any of the said.net team spends more time on the assignment than was originally budgeted for due to our own miscalculation, then there will be no extra charge. If, however, the client wishes to add to the original brief, then a new quotation will be issued. Any additional changes required by the client during the course of production will be charged at a minimum half-day rate in each separate instance. A new quotation will be issued at this time to reflect the additional costs.
The designer, copywriter and photographer will present a joint detailed proposal for the project at the time of initial agreement. This proposal will contain a breakdown of what each of us will be doing for the client along with a process document outlining the stages of the project. Both documents will be presented to the client for scrutiny. If the terms are acceptable these documents should be signed as seen.
At the time of the initial agreement, we request that 25% of the design fee is paid up front and placed to account before any design work commences. This ensures that we cover our expenses and that the project proceeds swiftly to completion.
The end client is responsible for ascertaining that they have the copyright to materials supplied to said.net as source materials.
The final proofing of artwork and chromalines is the sole responsibility of the design agency and end client. said.net merely makes suggestions regarding the formulation of promotional materials, but the final say regarding content, layout, colours, compositions, grammar, punctuation, spelling and style resides with the end client -- we are not proof-readers and do not offer this service.
said.net will not be held responsible for any layout errors, typos, spelling mistakes, numerical errors, character translation errors or any design errors spotted after the chromalines have been authorised by the client. If the error has occurred during the printing phase, said.net will ensure that the job is reprinted to the client’s satisfaction.
It should be noted by the client that printing is not a precise science, particularly where cheaper printers are concerned, and there are invariable minor differences between the printed materials and the cromaline, not least because of the differences between the materials used and the output processes. If the client wants to ensure the excellence of the print, it is recommended that we use one of the more expensive print houses. In this regard, seeking the cheapest price from the printer is seldom compatible with the excellence of the final print.
Should extra work be incurred in the print management phase due to client dissatisfaction with a printer’s work, where they themselves have insisted on using that printer, said.net reserve the right to charge for additional time spent chasing new proofs, cromaline’s, etc.
Where required, we can supply deadlines for the completion of a design brief (subject to full client co-operation). However, we cannot be held liable for delays caused by outside agencies such as couriers, printers, repro. houses, etc.
The client retains liability for the contents of any printed matter after it has been printed and distributed.
Invoices are to be paid within 28 days unless otherwise agreed in writing.
 
Photography
Once a photographic brief has been decided for a first time client, all locations, times and names of persons involved will be drawn up by the photographer on behalf of the client. This document will also contain details of what the photographer expects from the client and will be presented to them for scrutiny and signed as seen. This avoids any problems about which details were agreed and which were not.
Daily rate shall be £475.00 plus materials and expenses (e.g., petrol and accommodation, where required).
All assignments will be priced on a definite Day/Half day rate decided by the photographer. If more time is spent on the assignment than was originally budgeted for due to the photographer’s own miscalculation, then there will be no extra charge. If, however, the client wishes to add to the original brief, then a new quotation will be issued. Any additional changes required by the client during the course of production will be charged at a minimum half-day rate.
All ‘General’ terms and conditions apply (see above)
 
Copywriting
Copywriting will be undertaken according to the order laid out in the process document issued at the time of initial agreement.
For each separate piece of promotional material to be produced, the copywriter will produce a rough draft. This rough draft is to be scrutinised by the client and returned with suggestions for improving the tone and direction of the material. At this stage any changes can be considered.
Based on the changes agreed from the rough draft, the copywriter will then produce a first draft for the client. At this stage the client will suggest changes to the detail of the text but not the general tone or direction.
The copywriter will then make the changes and pass the text on to the designer, who will lay it out in a black and white rough.
The final text-proofing stage will occur when the designer presents the rough black and white layout to the client. Here, the client will have a final opportunity to amend the detail of the text but not the substance or style. Amendments at this stage will be confined to the occasional word, capitalisation and punctuation -- but not to the rearrangement of paragraphs or re-writing of sentences.
Final text proof occurs at this stage and must be approved and signed by the client who has the final responsibility for spotting any spelling, factual or typographical errors. Once this has been completed the copywriter's contractual obligation will be considered to have been fully discharged.
said.net merely make suggestions regarding the formulation of promotional materials, but the final say regarding content, layout, colours, compositions, grammar, punctuation, spelling and style resides with the end client -- we are not proof-readers and do not offer this service.
Daily rate shall be £475.00.
All assignments will be priced on a definite Day/Half day rate decided by the copywriter. If more time is spent on the assignment than was originally budgeted for due to the copywriter’s own miscalculation, then there will be no extra charge. If, however, the client wishes to add to the original brief, then a new quotation will be issued. Any additional changes required by the client during the course of production will be charged at a minimum half day rate.
All assignments will be priced on a definite Day/Half day rate decided by the copywriter. If more time is spent on the assignment than was originally budgeted for due to the copywriter’s own miscalculation, then there will be no extra charge. If, however, the client wishes to add to the original brief, then a new quotation will be issued. Any additional changes required by the client during the course of production will be charged at a minimum half day rate.
 
Design
Text proofing is to be done at the copywriting stage. Minor changes can be made at the layout stage. Any further changes subsequent to this will be charged at a minimum half-day rate. Final text proof has to be approved and signed by the client who is responsible for spotting any spelling, factual or type errors.
For one and two colour print jobs, the final black and white design proof has to be approved and signed by the client, who is responsible for spotting any mistakes. Exact shades of colour cannot be guaranteed since they will depend on the paper stock used and cannot be seen in advance unless a proof print run is specifically ordered.
For full colour print jobs, a black and white design proof has to be approved and signed by the client, before being output to film and presented as cromaline colour proof. The print price includes ONE colour proof only. Any design changes made at the cromaline stage will be charged at a minimum half-day rate plus additional costs for film and new cromaline output.
We will not be liable for any typographic or factual errors discovered after final design proofs have been signed by the client.
Three printers’ quotations will be considered before deciding who to work with. It should be noted that printing is not an exact science and that some printers are more precise than others. Representative samples of printers’ work can be shown to the client, so that they can balance their demands for printing precision with the relative costs of the different printers.
If there is any reason not to approve of the finished print, the entire job consignment must be returned immediately to the printer.
Daily rate shall be £475.00.
All assignments will be priced on a definite Day/Half day rate decided by the designer. If more time is spent on the assignment than was originally budgeted for due to the designer’s own miscalculation, then there will be no extra charge. If, however, the client wishes to add to the original brief, then a new quotation will be issued. Any additional changes required by the client during the course of production will be charged at a minimum half-day rate.
All ‘General’ terms and conditions apply (see above).
 
said.net - said.net is a division of said.net () Limited
   
  The details on the face hereof, together with these terms and conditions and the terms and conditions for the individual service (jointly known as 'Terms') form the contract between said.net () Limited ('the Company') and yourself ('the Customer') for the supply by the Company to the Customer of the Goods and or Services (as hereinafter defined).
   
1. DEFINITIONS
 
1.1 In these Terms the following words and phrases shall have the following meanings:
  "Company" means as is defined above.
"Customer" means as is defined above.
"Goods" means those goods specified on your order/invoice.
"Services" means those services specified on your order/invoice.
"Subscription Fee" is a periodic fee payable by Customers for which Customers will continue to receive the ongoing Services.
"Software Fee" is a charge levied to allow Customers to utilise our software under licence.
   
2. AMENDMENTS
 
2.1 The Company reserves the right to modify, suspend or discontinue any or all of the services at its sole discretion, without prior notice. The Company also reserves the right on giving prior notice on-screen and or in writing to reasonably alter these terms and conditions at any time (without prejudice to the provisions of Clause 7 thereunder).All services are based on an annual subscription and auto roll over basis.
   
3. THE SERVICES
 
3.1 On payment of the fees and acceptance of the application to become a Customer, the Company shall provide, and grant to the Customer a non-exclusive non-assignable non-transferable license to use the Services, and in the case of on-going Services will do so until the Customers service period expires or is terminated. Acceptance of the services by the customer constitutes automatic acceptance of these terms and conditions of business.
3.2 Services provided and/or amended by the Company, or at the request of the Customer constitute a formal provision of the Service only when acknowledged by the Company in writing.
   
4. USE OF SERVICES
 
4.1 The Customer is responsible for all use of Services accessed through his account and for providing a computer, a modem and/or all additional communications equipment and a telephone line, if appropriate, capable of and necessary for connecting to, and accessing, the Services. The Customer is responsible for all telecommunications charges to access the Service.
4.2 All Services are provided for a 12-month minimum period.
4.3 The Customer may use the Services to link into other networks world-wide and the Customer agrees to conform to the acceptable use policies of such networks.
4.4 If the communications by a Customer do not conform to these standards to the detriment of the Company or its Customers, the Company reserves the right to suspend access of that Customer to the Service until he gives a suitable undertaking as to use.
4.5 The Customer acknowledges that the Services have resources that are finite, and that a profligate or wasteful use of the Services can contribute to over-stretching the Service so that the Service provided by the Company to other Customers will degrade. The Customer therefore accepts that the Company may without prior notice terminate or suspend the Customers access to the Service where the Customer is using the Services in a manner that is profligate or wasteful (which the Company shall at its sole discretion but in good faith decide).
4.6 Except where a multiple use product is specifically purchased, each Customer's account is to be used by a single user only. Simultaneous log-ins using the same account are not allowed.
4.7 In an educational or training environment as amongst those persons being trained or taught, such persons may share a single Customers account subject to the restriction on simultaneous log-ins specified in 4.6.
4.8 The Customer shall keep secure the login name and password given to him by the Company. Where the security of that login name and password is beached the Customer must inform the Company as soon, as is practicable.
4.9 The Customer must co-operate with the Company and the Police about any misuse of your account.
4.10 Web space provided by the Company for commercial purpose may be used to sell, promote or advertise products or services or for any other commercial use.
4.11 The Customer will not use the Services to send, receive, re-transmit, print, publish, reproduce, transfer or commercially exploit any information, material (including software), or other content received through the Service in breach of another's copyright.
4.12 The Customer will not use the Services to send, receive, re-transmit, print, publish, reproduce, transfer or commercially exploit any defamatory, offensive, abusive, obscene, intimidating, threatening, harassing, pornographic, sexually offensive material or any material protected by confidentiality or trade secret in any form (text, graphical, audio, video or medium as yet unknown). The Customer shall not contravene any current or future laws of Scotland. This shall apply whether or not the Customer was aware of the content of the material or of the relevant law.
4.13 The Customer shall not transmit, store, facilitate the transmission or storage of, or knowingly receive, computer viruses or other material such that the whole or part of the Services is interrupted, damaged, rendered less functional or less efficient, or the effectiveness of the Service is in any way impaired.
4.14 Customers receiving web server services will receive 500 MB of data transfer per month. When the Customer exceeds this level they will be charged an additional fee for excess data transfer.
4.15 The Company reserves the right to suspend the Services where the Customers data transfer exceeds 300 MB per week.
   
5. COPYRIGHT
 
5.1 The entire contents of the Service are copyrighted as a collective work under the proper law of this agreement. The copying, redistribution, or publication of any part of the Service is prohibited, except as expressly provided below.
5.2 Material must not be placed on the Service in breach of the copyright holder's rights without the permission of the owner or person he specifically authorises for such purpose. Only the owner or such authorised person may upload copyrighted material to the Service.
5.3 Except as expressly provided by copyright law, copying, redistribution, or publication must be with the express permission of the owner or authorised person. Permission must be specified in the document, on the Service, or must be obtained directly from the Company and the owner or such authorised person, if other than the Company. In any copying, redistribution, or publication of copyrighted material, any changes to or deletion of author attribution or copyright notice by a Customers are prohibited.
   
6. FEES
 
6.1 The full contract price must be paid prior to the Company providing the services contemplated by this contract.All services are for one year and roll on unless other wise agreed.
6.2 You agree to pay all charges for the Service at the prices in effect at the time payment becomes due. All charges of whatever nature in respect of our service shall be such as said.net () Limited t/a said.net will determine from time to time. Current charges are explained here.
6.3 The Company reserves the right to change prices or introduce new charges for the use of it's services at any time giving thirty days notice. All changes to pricing will be posted online within the Terms and Conditions page.
6.4 Value Added Tax where applicable will be added at the appropriate rate to the total charges shown on the Customers bill.
6.5 All charges must be paid within 21 days of payment becoming due. Where payments are not made within 21 days of becoming due the Company reserves the right to terminate or suspend services.
6.6 Where payment is not made within 21 days of becoming due a late payment charge of 5% per month or part thereof will be made on all amounts due but unpaid.
6.7 In the event of a Subscription lapsing or being suspended, a reconnection fee will be payable to the Company to recommence service.
6.8 While any charges are outstanding, said.net () Limited t/a said.net may refuse to transfer any domain name associated with the service to another organisation until such charges have been paid in full.
6.9 All services are provided for a period of 12 months (unless otherwise stated in our price list).
6.10 All e-mail services are paid 1 year in advance and this is non refundable on cancellation. Our preferred payment method is by standing order.
6.11 Web hosting services are paid in advance and are subject to a minimum 3 months cancellation notice. Our preferred payment method is by standing order. A fee is charged to clear equipment, transfer files and change tags and may also be applied on cessation of hosting contract. This fee is solely at the discretion of said.net limited.
6.12 Cancellations must be made in writing to the client company by a duly authorised person. See section 10
   
7. LIABILITY
 
7.1 The Customer agrees the use of the Services is at the Customer's sole risk. The Company, its agents, contractors, licensers, employees and information providers providing the Services for the connection from the Customers hardware to the Company or the Internet do not guarantee that these Services will be uninterrupted or free from error. The Customer accepts that without notice for commercial, technical (see below) or other reasons:
a) The Service or part thereof may be suspended
b) A network or service provider connected to the Service may suspend or terminate its connection to the Service.
c) The Service may suspend or terminate its connection with another network or service provider and that any such suspension or termination shall not be in breach of these terms and conditions. The Services are therefore provided on an "as is" basis without guarantees of any kind.
7.2 The Company may from time to time close down the whole or part of the network for routine repair or maintenance work. The Company shall give as much notice as in the circumstances is reasonable and shall endeavor to carry out such works during the scheduled maintenance periods as published by the Company as appropriate.
7.3 The Company may from time to time without notice close down or restrict the whole or part of the service where necessary for emergency repair, to prevent overload of the network, or to preserve the safety, security or integrity of the service and traffic conveyed. The Company shall at its sole discretion decide when such action is necessary.
7.4 The Customer acknowledges that the Company, its agents, contractors, licensees, employees and information providers providing services are unable to exercise control over the content of the Internet; and the Company therefore excludes all liability of any kind for defamation and the transmission or reception of material of whatever nature other than information inserted by the Company. The Company specifically excludes any warranty as to the quality, content or accuracy of information received through or as a result of the use of the Services.

7.5

 The Customer agrees and acknowledges that he is in a better position to foresee and evaluate any potential damage or loss he may suffer in connection with the Services or Software license (if any) or any other Service provided to him under this agreement; that the Company cannot adequately insure its liability to the Customer; and that the charges payable under this agreement have been calculated on the basis that the Company shall exclude liability as set out in this condition.
7.6 This agreement contains express warranties, undertakings and obligations of the Company and any other condition or warranty which might be implied or incorporated within these terms and conditions, by reason of statute or common law or otherwise, is hereby expressly excluded so far as may be permitted by law. While the Company and its employees will use all reasonable endeavors to provide a prompt continuing service, it will not be liable for any loss of data resulting from inter alia delays, non-delivery, missed deliveries or service interruptions caused by events beyond the control of the Company or by any errors or omissions of the Customer.
7.7 In no circumstances whatsoever will the Company be liable to the Customer in contract, tort, negligence or otherwise for indirect, incidental, special or consequential damages or any loss of business, contracts, profits or anticipated savings arising out of the use of the Service or inability to use the Service or out of any breach of any warranty.
   
8. INDEMNITY
 
8.1 Without prejudice to any other rights or remedies which the Company may have the Customer must indemnify the Company against any loss or expense sustained by reason of any breach of this Contract and any actions proceedings claims or demands in any way connected with this contract brought by or threatened against the Company are caused by or arise from any act of the Company carried out pursuant to the instructions of the Customer.
8.2 The Customer agrees to indemnify the Company from and against any and all liabilities, expenses(including legal fees) and damages arising out of claims based upon or relating to the use of your Web Site including any claim of libel, defamation, violation of rights, non-supply, fraud, infringement of intellectual property rights or infringement of any other rights, or any other claims whatsoever.
   
9. TERMINATION BY THE COMPANY
 
9.1 If the Customer doesn't pay when due or breaks this Contract in any other way said.net () Limited t/a said.net can terminate the right to terminate the Contract immediately and without the requirement of prior notification.
9.2 On termination of this contract by said.net () Limited t/a said.net all payment received shall be retained by said.net () Limited t/a said.net and the Customer will not be entitled to a refund. Due to the technical nature of web development, said.net reserve the right to amend or modify these terms and conditions at any time.
9.3 On termination under this clause the Customer will remain liable for all charges due or which would have been payable under this Contract.
9.4 On termination under this clause said.net () Limited t/a said.net reserves the right to refuse to transfer the domain name associated with the service to another body until any charges due, as per 9.3, have been paid in full.
9.5 On termination under this clause said.net () Limited t/a said.net will remove all materials they hold from their computer and will remove all privileges entitled to the Customer.
9.6 Subject to the discretion of said.net () Limited t/a said.net, after termination if it is agreed the Customer may once again be reconnected to the service provided. Reconnection is subject to an administration charge of £50 together with any other outstanding charges payable before reconnection.
   
10. TERMINATION BY THE CUSTOMER
 
10.1 The customer can terminate this Contract by giving 3 Months notice in writing to:
said.net () Limited t/a said.net
Limited, 6, Coulthard Drive, Prestwick, Ayrshire KA9 2EW
10.2 Should the customer terminate hosting a charge will be levied for the removal of all the files from our hosting systems.
10.3 Should the customer require these files they will be made available on any agreed format and time on-line charges will be levied.
10.4 When the Customer terminates a hosting, email and/or domain hosting Contract he is not entitled to any refund.
   
11. ASSIGNMENT
  The Company shall be entitled to assign this agreement either in whole or in part. The customer shall not assign, re-sell, transfer or sub-lease the Services or his rights under these terms and conditions. Breach of this restriction in any way, whether successful or not, will result in the Customer's account being terminated.
   
12. PERSONAL DATA
  The Company and/or its assignees reserves the right to hold the names and other information relating to Customers in a computerised directory for internal use only, unless specific written instructions are received from the Customer regarding other usage.
   
13. FORCE MAJEUR
  The Company shall not be liable to the Customer for any failure of performance thereunder, which is due to an Act of God, accident, fire, lockout, strike or other official labour dispute, nor a civil commotion, failure of technical facilities not within reasonable control of that party, enactment, rule or order or act of Government or other act or event beyond the reasonable control of the Company. Should any event of force Majeure continue for more than 90 days then either party shall be entitled to terminate this agreement forthwith.
   
14. GENERAL
 
14.1 This agreement constitutes the entire agreement between the Parties and supersedes any prior agreement whether written or oral.
14.2 This agreement shall be governed by and construed in all respects in accordance with the laws of Scotland and the parties submit to the jurisdiction of the Scottish Courts. In the event that this agreement is translated into any other language, the English language version shall prevail.
14.3 If any of the provisions or clauses or sub-clauses of this agreement is held not to be valid but would be valid if parts of the wording were deleted or modified, then that term shall apply with such deletion or modification as may be necessary to make it enforceable.
14.4 Expressions in the singular include the plural and the masculine include the feminine and vice versa.
   
15. WAIVER
  Failure by the Company to exercise any of its rights thereunder shall not amount to a waiver of any such right, or operate so as to bar the exercise of enforcement at any time or times hereafter.
   
CONDITIONS OF CONTRACT (mainly brochures)
   
1. PRICE VARIATION
  Estimates and quotations are based on the current costs at production and, unless otherwise agreed, are subject to amendment on or at any time after acceptance to meet any rise or fall all in such costs.
   
2. TAX
  Except in the case of a customer who is not contracting in the course of a business nor holding himself out as doing so. said.net () limited t/a said.net reserves 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 charged.
   
4. COPY
  A charge may be made to cover any additional work involved where copy supplied is not clear and legible.
   
5. PROOFS
  Proofs of all work may be submitted for customer's approval and said.net () limited t/a said.net shall incur no liability for any errors not corrected by the customer in proofs so submitted. Customer's alterations and additional proofs necessitated thereby shall be charged extra. When style, type or layout is left to said.net () limited t/a said.net judgement, changes therefore made by the customers shall be charged extra.
   
6. DELIVERY AND PAYMENT
 
6.1 Delivery of work shall be accepted when tendered and thereupon or, if earlier, on notification that the work has been completed the ownership shall pass and payment shall become due.
6.2 Unless otherwise specified the price quoted is for delivery of the work to the customer's address as set out in the estimate. A charge may be made to cover any extra costs involved for delivery to a different address.
6.3 Should expedited delivery be agreed an extra may be charged to cover any overtime or any other additional costs involved.
6.4 Should work be suspended at the request of or delayed through any default of the customer for a period of 28 days said.net () limited t/a said.net shall then be entitled to payment for work already carried out, materials specially ordered and other additional costs including storage.
   
7. VARIATIONS IN QUANTITY
  Every endeavor will be made to deliver the correct quantity ordered, but estimates are conditional upon margins of 5 per cent for work in one colour only and 10 per cent for other work being allowed tar avers or shortage (4 per cent and 8 per cent respectively for quantities exceeding 50,000) the same to be charged or deducted.
   
8. CLAIMS
 
8.1 Advice of damage, delay or partial loss of goods in transit or, of non-delivery must be given in writing to said.net () limited t/a said.net and the carrier within three clear days of delivery (or in the case of non-delivery, within 28 days of dispatch of the goods) and any claim in respect thereof must be made in writing to said.net () limited t/a said.net and the carrier within seven clear days of delivery (Or, in the case of non-delivery), within 42 days of dispatch). All other claims must be made in writing to said.net () limited t/a said.net within 28 days of delivery. said.net () limited t/a said.net shall not be liable in respect at any claim unless the aforementioned requirements have been complied with except in any particular case where the customer proves that (a) it was not possible to comply with the requirements and
8.2 advice (where required) was given and the claim made as soon as reasonably possible.
   
9. LIABILITY
 
9.1 said.net () limited t/a said.net shall not be liable for any loss, whether direct, indirect, or consequential or otherwise, or third party claims occasioned by any failure to completing the contract or failure of or delay in delivery.
9.2 Where any work is defective for any reason, including negligence, our liability (if any) shall be limited to rectifying such defect.
   
10. STANDING MATERIAL
 
10.1

Metal, film, glass and other materials owned by said.net () limited t/a said.net and used by him in the production of type, plates, moulds, stereotypes, electrotypes, film-setting, negatives, positives and the like shall remain his exclusive property. Such items when supplied by the customer shall remain the customer's property.Materials produced by or supplied by subcontractors and passed to said.net clinets will be charged at a minimum cost of £475  there is no upper limit as cost will be dependant on job and materials. This cost may be negotiated with the client above the minimum charge level.

10.2

 

Type may be distributed and lithographic, photogravure or other work faced immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged.
   
11. CUSTOMER PROPERTY
 
11.1 Except in the case of a customer who is not contracting in the course of business nor holding himself out as doing so, customer's property and all property supplied to said.net () limited t/a said.net by or on behalf of the customer shall while it is in the possession of said.net () limited t/a said.net or in transit to or from the customer be deemed to be at customer's risk unless otherwise agreed and the customer should insure accordingly.
11.2 said.net () limited t/a said.net shall be entitled to make a reasonable charge for the storage of any customer's property left with said.net () limited t/a said.net before receipt of the order or after notification to the customer of completion of the work.
   
12. MATERIALS SUPPLIED BY CUSTOMER
 
12.1 said.net () limited t/a said.net may reject any paper, plates or other materials supplied or specified by the customer which appear to him to be unsuitable. Additional cost incurred if materials are found to be unsuitable during production may be charged except that it the whole or any part of such additional cost could have been avoid-ed but for unreasonable delay by said.net () limited t/a said.net in ascertaining the unsuitability of the materials then that amount shall not be charged to the customer.
12.2 Where materials are so supplied, said.net () limited t/a said.net will take every care to secure the best results, but responsibility will not be accepted for imperfect work caused by defects in or unsuitability of materials so supplied or specified.
12.3 Quantities of materials supplied shall be adequate to cover normal spoilage.
   
13. INSOLVENCY
 
13.1 If the customer ceases to pay his debts in the ordinary course of business or cannot pay his debts as they become due or being a company is deemed to be unable to pay its debts or has a winding-up petition issued against it or being a person commits an act of bankruptcy or has a bankruptcy petition issued against him, said.net () limited t/a said.net without prejudice to other remedies shall
13.2 Have the right not to proceed further with the contract or any other work for the customer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the customer, such charge to be an immediate debt due to him, and
13.3 In respect of all unpaid debts due from the customer have a general lien on all goods and property in his possession (whether worked or not) and shall be entitled on the expiration of 14 days' notice to dispose of such goads or property in such manner and at such price as he thinks fit and to apply the proceeds towards such debts.
   
13a. DIRECTOR'S GUARANTEE
  In the event that the Subscriber shall be a limited company then the Director or other person signing the order form on behalf of the Subscriber (hereinafter referred to as the "Signatory") acknowledges that this Agreement has been entered into by the Company at the request of the Signatory and in consideration of this guarantee and in consideration of the Company entering into this agreement with the Subscriber the Signatory hereby guarantees to the Company that in the event that the Subscriber shall fail to pay any monies due to the Company under the provisions hereof as and when the same become due or in the event that the Subscriber shall be in breach of any of the terms and conditions hereof and in any case by the Subscriber and the Signatory further acknowledges that his signature on the order form is intended to be binding upon the Signatory with relation to this clause as well as upon the Subscriber with regard to the remainder of the terms and conditions of this Agreement. (ii) No waiver by the Company of any breach of the terms of this Agreement on the part of the Subscriber shall be deemed to be waiver of the provision itself or to relieve the Signatory of any of his obligations hereunder.
   
14. COPYRIGHT
 
14.1 will remain with us until full payment is made for each individual production. Only when full payment is made will copyright entitlement pass to our client.
14.2 If full payment is not made said.net () limited t/a said.net may at their discretion sue for breach of copyright.
   
15. ILLEGAL MATTER
 
15.1 said.net () limited t/a said.net shall not be required to print any matter which in his opinion is or maybe of an illegal or libelous nature or an infringement of the proprietary or other rights of any third party.
15.2 said.net () limited t/a said.net shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any libelous matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in and material printed for the customer. The indemnity shall extend to any amounts paid on lawyer's advice in settlement of any claim.
   
16. FORCE MA.JEURE
  said.net () limited t/a said.net shall be under no liability if they are unable to carry out any provision of the contract 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 in-ability to procure the materials required for the performance of the contract. During the continuance of such a contingency the customer may by written notice to said.net () limited t/a said.net elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
   
17. LAW
  These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of Scotland.
   
 

HOSTING SERVICES

Said.net - TERMS AND CONDITIONS

These terms and conditions shall apply to the agreement between Said.net Limited of 6, Coulthard Drive, Prestwick, Ayrshire KA9 2EW Scotland United Kingdom ("Said.nets") and, the individual or company applying for the provision of services by Said.net ("Client").

IT IS HEREBY AGREED THAT:

SECTION 1 - GENERAL

1. DEFINITIONS
In this Agreement, the following expressions shall have the following meanings:-

"Confidential Information"

information which is identified as confidential or proprietary by either party or the nature of which is clearly confidential or proprietary.

"Fees"

the fees (excluding any VAT) due for the provision of the Services as calculated in accordance with the Price List and are for one full year and roll on renewal untill canelled in writing.

"Inappropriate Material"

material that under the laws of any jurisdiction where the material can be accessed is any of the following:- unlawful, threatening, abusive, harmful, malicious, obscene, pornographic, profane, libellous, defamatory, infringes any Intellectual Property Rights, constitutes or encourages a criminal offence or contains a virus, worm, trojan horse or other harmful code.

"Intellectual Property Rights"

copyrights, patents, registered and unregistered design rights, topography rights, trademarks and service marks and applications for any of the foregoing, together with all trade secrets, know-how, rights to confidence and other intellectual and industrial property rights in all parts of the world.

"Said.nets' Website"

the Websites located at http://www.said.net. or such other address as may be adopted by Said.net from time to time for client companies'.

"Material"

text, graphics, images, sound, video or any combination thereof.

"Netiquette"

generally accepted standards of conduct relating to use of the Internet including, without limitation, not sending unsolicited mass e-mail, not impersonating another person, and not misrepresenting oneself to have authorisation from another person when one does not.

"Order Form"

an order form provided by Said.net as available on Said.nets' or clients' Website or from Said.net by post or fax on request, and completed by Client to indicate which Services it requires and its agreement to these terms and conditions governing such provision.

"Price List"

a list of Said.nets' prices for each of the Services as available on Said.nets' Website or from Said.net by post or fax on request.

"Relevant Legislation"

laws relating to data protection and any laws governing Inappropriate Material.

"Server"

the computer server equipment owned by scott associates technical services and operated by Said.net in connection with the provision of the hosting services offered.

"Services"

the services identified on an Order Form to be provided by Said.net to Client pursuant to these terms and conditions and any others specified by Said.net on such Order Form.

"Website"

a website on the World Wide Web.


2. PAYMENT AND SERVICES

2.1 In consideration for the payment of the Fees calculated correctly in accordance with the Price List on Said.nets' Website at the time of the completion of an Order Form by Client or of placing of an Order by Client by telephone or fax, Said.net agrees to provide the Services.

2.1.1 Domain names are registered for the period specified at the time of ordering, and are renewable by Client on or before the end of the initial paid-for period, at the then current renewal rates, as published on Said.nets' Website from time to time, subject to Clauses 11.3 and 13.1.

2.1.2 Website hosting periods are for 12 months, as specified by and at the rate specified in Said.nets' price list as published on its Website from time to time. Website hosting is automatically renewed for 12 months (if originally ordered for 12 months), on termination of the initial contract period and any subsequently renewed contract period, unless Client gives three months written notice to Said.net to cease the Service.

2.2 The Client agrees to make payment for the Services as follows:-

by cheque, bank draft or other form of legal payment as agreed with said.net at the time of making the order or renewal; or at Said.nets' discretion, by payment of invoice in within 14 days of the invoice date if specially agreed beforehand.

2.3 If Client fails to pay any invoice which is due and payable under this Agreement, Said.net shall be entitled to charge interest on a daily basis on the overdue amount and on outstanding interest from the date of such failure until payment (until judgment) at the rate of 15% per month.

2.4 Non-delivery or non-performance of services by any third party other than Said.nets' sub-contractors shall not give Client any right to delay any payment to Said.net or to make any claim whatsoever against Said.net.

2.5 If Said.net does not receive payment in full within 30 days of the date of the invoice, it may terminate this Agreement as regards any Service requested by Client without further obligation to Client. Domain names, once registered, are unable to be cancelled or changed.

2.6 For the purposes of this Agreement, time of payment is of the essence.

3. INDEMNITY

3.1 Client hereby agrees fully to indemnify, keep indemnified and hold harmless Said.net, its officers, employees, agents, sub-contractors and affiliated companies from and against any and all costs, claims, losses, damages and expenses (including, but not limited to, legal fees) sustained or incurred by Said.net or its any of its officers, employees, agents, sub-contractors or affiliated companies directly or indirectly and in any jurisdiction as a result of:-

3.1.1 any breach of any of the warranties given by Client in this Agreement;

3.1.2 otherwise howsoever arising out of the provision by Said.net of any Service hereunder unless on account of breach of contract or negligence by Said.net; and/or

3.1.3 any breach by Client of any of its obligations in this Agreement.

4. CLIENT AUTHORISATION AND OBLIGATIONS

4.1 Client hereby appoints Said.net to act on its behalf in conjunction with the provision of the Services.

4.2 Client acknowledges and accepts that to enable Said.net properly to provide the Services it must co-operate with Said.net as required by Said.net and or its sub contractors in particular:-

4.2.1 Client must provide Said.net with accurate details of its e-mail and physical addresses and promptly notify Said.net in writing of any alterations thereto from time to time;

4.2.2 obtain the consent of individuals whose personal data are to be held on a domain name register or are otherwise provided to Said.net.

5. SAID.NETS WARRANTIES AND LIABILITY

5.1 Said.net makes no warranties or representations that any Service will be uninterrupted or error-free. Client accepts all Services provided hereunder "as is" without warranty of any kind.

5.2 All implied conditions, warranties and terms (whether express or implied by statute, common law, custom or otherwise) - excluding those relating to the exercise of reasonable care and skill, fitness for purpose and satisfactory quality (where applicable) - are hereby excluded in relation to each of the Services to be provided hereunder to the fullest extent permitted by law.

5.3 Said.net shall not be liable for any services or products to be supplied by any third party.

5.4 Said.net shall not be liable for any loss or damage of whatsoever nature suffered by Client arising out of or in connection with any breach of this Agreement by Client or any act, misrepresentation, error or omission made by or on behalf of Client.

5.5 Subject to Clauses 5.6 and 5.7 below, no matter how many claims are made and whatever the basis of such claims, Said.nets' maximum aggregate liability to Client under or in connection with this Agreement in respect of any direct loss (or any other loss to the extent that such loss is not excluded by Clauses 5.1-5.5 above, or otherwise) whether such claim arises in contract or in tort shall not exceed a sum equal to twice the Fees paid by Client pursuant hereto.

5.6 None of the clauses herein shall apply so as to restrict liability for death or personal injury resulting from the negligence of Said.net, its employees or its sub-contractors.

5.7 This does not affect your statutory rights as a consumer, including those set out in Clause 8 below.

6. TERMINATION

6.1 Said.net may terminate this Agreement by notice in writing to Client having immediate effect if:

6.1.1 Client is in breach of any of its obligations under this Agreement;

6.1.2 Client is a company and a resolution is passed for its winding up or a petition for its liquidation is presented; or

6.1.3 Client is an individual and a petition for bankruptcy is presented against it; or

6.1.4 A receiver or liquidator (where Client is a company) or (where Client is an individual) a trustee in bankruptcy is appointed over it or any of its assets; or

6.1.5 Client proposes or enters into any arrangement or composition with or for its creditors (including any voluntary arrangement).

6.2 In the event that any of the circumstances identified in Clause 6.1 arises, Said.net shall have the option to terminate this Agreement as regards all Services provided or to be provided or only as regards that Service or those Services in respect of which the breach is considered by Said.net to have been committed; and

6.3 In the event that any of the circumstances identified in Clause 6.1 arises, Said.net shall be entitled to retain any sums paid to it by Client hereunder and recover any sums due to it pursuant hereto whether invoiced or not at the date of termination.

7. CONFIDENTIALITY

7.1 Each of the parties agrees (subject to Clauses 7.2 and 7.3) not to:

7.1.1 disclose any Confidential Information received from the other party; or

7.1.2 make any use of any such Confidential Information other than for the purposes of performance of this Agreement.

7.2 Each party may disclose Confidential Information received from the other to its responsible employees, consultants, sub-contractors or suppliers who need to receive the information in the course of performance of this Agreement.

7.3 The confidentiality obligations under Clause 7.1 shall not apply to any information which:

7.3.1 is or subsequently becomes available to the general public other than through a breach by the receiving party; or

7.3.2 is already known to the receiving party before disclosure by the disclosing party;

7.3.3 is developed through the independent efforts of the receiving party; or

7.3.4 the receiving party rightfully receives from a third party without restriction as to use.

8. CANCELLATION BY CLIENT

8. TERMINATION BY THE CUSTOMER

8.1 The customer can terminate this Contract by giving 3 Months notice in writing and sending by recorded delivery to (certificate of posting is not sufficient) :

said.net Limited t/a said.net Limited, 6, Coulthard Drive, Prestwick, Ayrshire KA9 2EW

8.2 Should the customer terminate hosting a charge will be levied for the removal of all the files from our hosting systems. 

8.3 Should the customer require these files they will be made available on any agreed format and time on-line charges will be levied.

8.4 When the Customer terminates a hosting, email and/or domain hosting Contract he is not entitled to any refund.

9. GENERAL

9.1 Subject to Clause 9.2, this written Agreement together with the Schedules hereto and any other expressly incorporated document constitute the entire agreement between the parties hereto relating to the subject matter hereof. Nothing in this Clause 9.1 shall relieve either party of liability for fraudulent misrepresentations and neither party shall be entitled to any remedy for either any negligent or innocent misrepresentation except to the extent (if any) that a court or arbitrator may allow reliance on the same as being fair and reasonable.

9.2 No change, alteration or modification to this Agreement shall be valid unless in writing and signed on behalf of both parties hereto.

9.3 If any provision of this Agreement or part thereof shall be void for whatever reason, it shall be deemed deleted and the remaining provisions shall continue in full force and effect.

9.4 The rights and obligations of Client under this Agreement are personal to Client and Client undertakes that it shall not, without the prior written consent of Said.net, assign, lease, charge, sub-license, or otherwise transfer such rights and obligations in whole or in part.

9.5 Said.net reserves the right to sub-contract any of the work required to fulfil its obligations hereunder.

9.6 Any notice given pursuant hereto may be served personally or sent by pre-paid registered letter or recorded delivery to the addresses given here above. Such notice shall be deemed to have been duly served upon and received by the addressee, when served personally, at the time of such service or, when posted, 48 hours after the same shall have been put into the post correctly addressed and pre-paid.

9.7 Neither party shall be liable for any loss suffered by the other party or be deemed to be in default for any delays or failures in performance hereunder (other than in relation to payment) resulting from acts or causes beyond its reasonable control or from any acts of God, acts or regulations of any governmental or supra-national authority.

9.8 Any delay or forbearance by either party in enforcing any provisions of this Agreement or any of its rights hereunder shall not be construed as a waiver of such provision or right thereafter to enforce the same.

9.9 Clause headings have been included in this Agreement for convenience only and shall not be considered part of, or be used in interpreting, this Agreement.

9.10 This Agreement shall be governed by the laws of Scotland and the parties submit to the to the exclusive jurisdiction of the Courts of Scotland.

SECTION 2 - DOMAIN NAME REGISTRATION

10. Together with the terms of Section 1 above, the terms set out in this Section 2 identify the extent of the domain name registration services provided by Said.net and the Client's obligations in relation thereto.All services are based on an annual subscription and auto roll over basis.

11. Client recognises and accepts that:-

11.1 Said.net reserves the right to reject any request by a Client to register any particular domain name or to discontinue processing such a request if Said.net considers such application might expose Said.net to legal or other proceedings.

11.2 Subject to Clause 13, the extent of Said.nets' service in relation to the registration of domain names is:-

a. to forward Client's application to the appropriate Registry;

b. to provide administrative support in securing the registration;

c. to notify Client of the outcome of the application;

11.3 Subject to using its reasonable endeavours to contact Client prior to the domain name registration renewal date(s) at the e-mail address most recently provided by Client pursuant to Clause 4.2.1, Said.net will have no involvement in, or responsibility for Client's use or retention of a domain name once registered;

11.4 For the avoidance of doubt and in addition to the provisions of Clause 5 above, in no circumstances will Said.net be liable to Client for any loss of profit, business or anticipated savings suffered by Client on account of a failure to obtain or loss of a domain name;

11.5 Said.net makes no warranty or representation of any kind in relation to the likelihood or otherwise of a particular domain name application being successful because domain name registries retain the right at their discretion to register or refuse to register a domain name applied for by Said.net on behalf of Client;

11.6 Client's use of the domain name once registered may be challenged by a third party; if so, or if any other dispute arises the procedures laid down by the relevant registry will apply and these may include the suspension or revocation of a Client's application for a domain name or the registration of a domain name allocated to Client to a third party and Said.net will have no responsibility or involvement in relation thereto;

11.7 It is Client's responsibility to pay any and all renewal charges to the relevant registry in respect of each domain name registered by Said.net on Client's behalf;

11.8 Domain names are registered on a first come, first served basis;

11.9 The registration of a domain name does not confer any legal rights to a name or its use and any disputes between Client and a third party are to be settled using normal legal methods. Said.net will not be drawn into any such argument or dispute in any circumstances;

11.10 An application for the registration of a domain name cannot be treated as having been successful until Client has been notified by Said.net in writing to this effect by email or otherwise.

11.11 Said.net will notify Client as soon as is reasonably possible after the registration of a domain name has been effected and Client shall be responsible for visiting Said.nets' Website on receipt of such notification in order to verify that the domain name has been registered correctly and for notifying Said.net immediately if there is any error.

11.12 Client is advised not to take any action in respect of a requested domain name until it has carried out its obligations under Clause 11.11 and satisfied itself that such domain name has been correctly registered.

11.13 If Client wishes to change the Registered Details of any Domain Name Server provided to Said.net, or if Client requests Said.net to release a Domain Name registration from its association with Said.nets' Nominet UK Tag:

11.13.1 Said.net will not be obliged to (but at its option may) make the requested change, or so release the registration, unless all monies owed to Said.net by Client under these Terms and Conditions have been received by Said.net in full, and in that case Said.net must make the requested change or release the Domain Name registration from its association with Said.nets' Nominet UK Tag; and

11.13.2 where Said.net agrees to or is obliged to make a change in the registered details of any Domain Name Server hosting the Domain Name or to release the Domain Name registration under condition 11.13.1 above, Said.net must make the change or release the registration from its association with Said.nets' Tag within 7 days after that agreement or the Client's request, as the case may be.

12. Client warrants to Said.net that:-

12.1 all information provided by Client to Said.net is true and correct, and that any additions or alterations thereto in the future will also be true and correct;

12.2 it has the legal right to apply for and use the domain name(s) as a Website and/or email address; and

12.3 the domain name(s) and its use as a Website and/or email address does not and will not infringe the Intellectual Property Rights or any other rights of a third party.

13.

13.1 Client acknowledges that the application process, registration and subsequent use of any domain name will be subject to the rules and policies from time to time of the relevant registry and Client agrees to abide by all such rules and policies. Accordingly, Client undertakes to read those rules and policies before applying for a domain name (copies are generally available from the relevant registry's Website and are available from Said.net by fax or post on request).

13.2 If Client's application for a particular domain name is rejected, Said.net will return to Client any payments received in respect of that application this will then be classed as a handling fee.

SECTION 3 - WEBSITE HOSTING

14. Together with the terms of Section 1 above, the terms set out in this Section 3 identify the extent of the Website hosting services provided by Said.net and the Client's obligations in relation thereto.

15. Client will provide all Material which Client wishes Said.net to post on a Website in a condition which shall be "server-ready" and which requires no additional manipulation on the part of Said.net. Said.net shall be under no obligation to validate such Material for content, correctness, legality or usability.

16. Client recognises that using Said.nets' Website hosting services requires a certain level of knowledge on Client's part in the use of Internet languages, protocols and software. The following examples are offered:

  •  Web Publishing: requires a knowledge of HTML, properly locating and linking documents, FTPing Web contents, graphics, sound, text, imagemapping etc
  •  CGI scripts: requires a knowledge of the UNIX environment, Telnet, TAR and GUNZIP commands, Perl, CShell, permissions etc

17. Client warrants that it has the necessary knowledge referred to in Clause 16 above and acknowledges that it is not the responsibility of Said.net to provide such knowledge or to provide client support unless otherwise agreed in writing with Said.net.

18. Client acknowledges and accepts that it bears sole responsibility, legal and otherwise, for the content of all Material appearing on its Website. For the avoidance of doubt, this clause shall apply to all Material, whether posted on Client's Website by or on behalf of Client (whether by Said.net or a third party).

19. Client warrants, represents and undertakes in relation to all Material (including any Material which it requests Said.net to post on its Website) that:

(i) it is not Inappropriate Material;

(ii) Client either has sole ownership of all Intellectual Property Rights in such Material in each jurisdiction from which the Website may be accessed and/or has obtained full and effective licence(s) from all relevant third parties allowing Client or a third party acting on behalf of Client to use the Material and to permit its dissemination worldwide;

20. Client undertakes not to link to any Inappropriate Material from its Website.

21. Said.net shall retain the right at all times to refuse to post any Material and to suspend availability of the Website, place a prominent notice on the Website where an allegation of defamation or Intellectual Property Right infringement is made by a third party or place a link on the Website to another Website containing the alleger's version of events and/or to remove any Material already appearing on the Website which in the opinion of Said.net may under the laws of any jurisdiction from which it is possible to access the relevant Website :

(i) constitutes or would if posted constitute Inappropriate Material;

(ii) breaches or would if posted breach Relevant Legislation or any other applicable regulations, standards or codes of practice (notwithstanding that compliance may not be compulsory); and/or

(iii) harms or would if posted harm the reputation of Said.net in any way.

22. Said.nets' rights to suspend availability of Client's Website and/or remove content under Clause 21 above shall be without prejudice to Client's sole responsibility for content of the Website under Clause 18 and to the warranties given by Client relating to that content in Clause 19.

23. Posting of Material by Said.net on the Website shall not under any circumstances constitute a waiver of any of its rights in relation to such Material or of its rights in relation to any breach of Client's obligations under this Agreement.

24. Client undertakes fully to virus-check all data supplied to Said.net pursuant to this Agreement.

25. Client undertakes not to embark on any course of action, whether by use of its Website or any other means, which may cause a disproportionate level of Website activity without providing at least seven day's prior notice in writing to Said.net.

26. Client undertakes to keep secure from third parties any passwords issued to Client by Said.nets in connection herewith.

SECTION 4 - E-MAIL SERVICES (including e-mail forwarding)

27. Together with the terms of Section 1 above, the terms set out in this Section 4 identify the extent of the e-mail services provided by Said.net and the Client's obligations in relation thereto run for one full year and automatically roll over if not cancelled..

28. Client undertakes that it will not (and will ensure that others under its control will not) via e-mail:

(i) transmit Inappropriate Material;

(ii) infringe the Intellectual Property Rights of any third party;

(iii) contravene Netiquette;

(iv) make use of the Server to an extent or in a manner which in Said.nets' reasonable opinion is excessive, wasteful or otherwise to the detriment of Said.net, any of Said.nets' clients or any other third party, including but not limited to:-

(a) the transmission of bulk e-mail ("spamming"); or
(b) the transmission of insulting criticism or remarks intended to incite anger ("flaming").

29. When sending e-mail, Client acknowledges that it is responsible for complying with any Relevant Legislation.

30. Client acknowledges that Said.net is not responsible for the security of the contents of e-mail sent or received by Client.

31. Said.net will use its reasonable endeavours to ensure that messages are routed accurately and promptly but does not accept any liability for non-receipt, non-delivery or misrouting of e-mail or any other failure of the e-mail system.

32. Said.nets' policy is to respect the privacy of e-mail messages sent, received forwarded or otherwise dealt with by it and Client acknowledges that Said.net will therefore not monitor, edit or disclose the contents of such messages unless required to do so by law or competent authority or to protect Said.nets' rights and/or position.

33. If you send mail that's unsolicited and commercial, using Said.nets mailservers and/or promoting a website or websites hosted on Said.nets' servers or hosted on a remote server to which Said.net is web-forwarding traffic, then Said.net has the right to unilaterally remove your account. Furthermore we reserve the right to charge for the use of our resources and staff in dealing with the consequences of such mass mailings.

All Commumications to be addressed to;

said.net limited, 6, Coulthard Drive, Prestwick, Ayrshire KA9 2EW
 
NOTE; these conditions are NOT industry standard.
 
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