The Order Confirmation for the Services, these Terms and the General terms
Hours – Between 9am-5pm weekdays (excluding any public holidays).
Company – Active
Computers UK Limited registered as a company in England and Wales with company
number 08452698 whose registered office is located at 1 – 4 The Granary, Trench
Farm, Tilley Green, Shrewsbury, Shropshire, SY4 5PJ.
Term – The
complete duration that the Services are provided to the Client by the Company
to include the Initial Term and any renewal period (if applicable).
Terms – The Company’s general terms and conditions as listed on the Company’s
– a minimum of twelve months from the date of the relevant Order Confirmation
or, where different, any other period stated on the Order Confirmation or
Changes– To include but not limited to changes to the page layout and design,
the overall site structure, redesign of header, body or footer, customisation
of image sliders, additional pages, any changes that require custom scripting
or any changes which require 2 or more hours of Company time to carry out.
To include but not limited to any images, text, graphic designs or trademark.
Changes – To include but not limited to changing background colour or image,
text colour, font type or size, colour palette, grammatical errors, rearranging
sentences, change of contact details or adding small elements such as an image,
link or icons.
The particular package purchased by the Client being 5 Page, 10 Page or 20 Page;
details of which are stated on the Company’s website under “Connect Websites”.
Services provided by Make me a Website which are displayed and may be amended
from time to time on the Company’s website under “Connect Websites” (https://activecomp.co.uk/connect/hosting/order.php/)
to include building a website and providing a domain.
These terms and conditions.
1. Scope of the Agreement
1.1 The Terms
are subject to the General Terms. The Client acknowledges and
accepts that they are bound by these Terms which are hereby incorporated and
made an integral part of the Agreement. In the event of any conflict with the
General Terms, these Terms shall prevail.
Terms apply to all new and existing Clients of the Company located anywhere in
the world seeking the Services.
Terms govern the provision of the Connect Website services to the Client by the
Company, in addition to the certain maintenance relating to the same, of which
is subject to the Package selected by the Client.
Services consist of the Company creating a website on the instructions and
request of the Client. The Client acknowledges that each Package under the
duration of the Agreement is solely managed and controlled by the Company.
2. Service Delivery
Client acknowledges that given the nature of the Services, the Company cannot
guarantee that the Services will be uninterrupted or error free.
Company warrants that it will provide the Services with reasonable care and
communication between the Client and the Company may be recorded, for both
business purposes and to record and monitor all responses to requests.
3. Service specification
Clients above the legal age of 18 are entitled to register the Services.
websites created by the Company are limited to the Company templates that are
managed and controlled by the Company only and are specific to the Package
Company shall build the website in accordance with the specification and
instructions given by the Client. Subject to the Package purchased, prior to
publishing the website, the Client shall be able to review the website and
provide the Company with no more than 3 Minor Changes per page. In the event
that the Client wishes to make more than 3 Minor Changes per page, any Major
Changes or change their specifications for the website, the Client acknowledges
that the Company is not obliged to make such changes. However, in the event
that the Company can make the additional changes requested, the Company will
inform the Client of any additional charges which may be payable and will only
commence the changes upon confirmation from the Client to proceed.
Client must make a request in writing by email for the Company to amend, alter
or otherwise take action on the website to successfully have their request
actioned and approved by the Company’s team.
Client accepts and grants the Company to have full physical access and control
over the website during the Term. The Company shall only amend the website as
far as they are permitted to do under the Agreement and shall only do so once
the approval is received by the Client by the Company. The Client's access to
the website will be limited for safeguarding purposes.
the Client’s Package include a store set-up service, the Client acknowledges
that each item added to the store by the Company counts towards the product
allowance including different variations of the same product. For any
additional items which are to be added or if the Client requires changes to the
products originally set-up, the charges at clause 6.6 shall apply.
Company will provide a maximum of 20 images per website under the Services. The
Client may purchase additional images or provide their own to the Company for
use within the website. The Client warrants (and will provide evidence in
support of this upon the Company’s reasonable request) that any Material
supplied to the Company by the Client for use within the Services is either:
Client’s own original Material; or
Client has the relevant lawful permissions and/or valid licences to use the
Material and is not in any breach of any intellectual property or other laws.
Client acknowledges that it solely their responsibility to ensure that they
have the rights to use any Material provided to the Company and it is not for
the Company to check whether or not the Material is in breach of any
intellectual property or other laws.
Company reserves the right to decline to use or remove any Material provided to
them by the client which they know or suspect may be infringing any
intellectual property or other laws.
Client agrees to fully indemnify the Company against any and all claims brought
against the Company for any intellectual property infringement due to any
Material provided for publishing by the Client.
Client warrants that any images supplied to the Company are in the format
specified by the Company at the time.
Client acknowledges that the Company will not create any bespoke graphics or
details image editing such as but not limited to adding watermarks, extensive
cropping, adding masks and isolating content.
3.13 In the
event that the Client requires any additional changes in the same contractual
year, they will be required to pay £50.00 + VAT (at the prevailing rate) per
hour for any extra work.
the Term, the Company will only transfer all of the physical control of the
website under the Services to the Client, if the Client makes a written request
for the Company to release their duty and control of website.
3.15 At the
point of the Client requesting full control and access to the website, the
Company will not nor will they endeavour to maintain, control or fix the
website without receiving a request through the Company’s CRM ticket platform.
If the Client makes the request at Clause 3.14 above at any time during the
Term, the Client's obligation to pay the Company for the services of
maintaining and controlling the website is not and will not be relinquished
under the Agreement. The Client accepts that the Services provided by the
Company after they release their physical control of the website, shall be
limited to ensuring that the platform that the site is hosted upon is fully
functioning and that the site is available to be viewed.
Client accepts that at all material times during the Term of the Agreement,
they are obliged to pay any outstanding service fees to the Company,
irrespective of whether the Client takes full control of the website.
Company shall not accept any liability for any actions, work, errors, and
technical errors or otherwise made by the Client, its agents, third parties or
otherwise, on or to the website, once full control and access of the website
has been transferred to the Client at their formal request.
3.18 In the
event that the Client requires the assistance of the Company to maintain/amend,
correct the error of the Client or their third party changes to the website,
the Client accepts that additional work above and beyond that granted is
subject to a fee of £50.00 + VAT (at the prevailing rate) per hour for any
Proofreading (if applicable) will involve a professional copywriter of the
Company reviewing Material provided by the Client for use on the website.
proofreading service is designed to help the Client with small changes only
such as re-phrasing. The Client acknowledges that the Company is not under any
obligation to provide changes by way of proofreading and the Company is certainly
not under a duty to provide any substantial editing unless the Client pays
additional rates as determined by the Company and agreed by the Client.
Client acknowledges that if the Package purchased includes “unlimited”
proofreading, this shall be subject to a fair use limit of 400 words per page.
Client is entitled to a maximum of 3 batches of updates per month which will
not exceed 6 hours in total.
Client acknowledges that the Company is not obliged to consider any changes on
an update which depart from the original template of the website or which
essentially amount to a page re-build save as they can be achieved within 6
hours of Company time.
the Client wish to add or replace images during the update, this shall be at a
cap of 9 stock images per month.
copywriting is included under the Package purchased by the Client, the Company
will allow up to 200 words per month for updates. Any additional words beyond
this limit shall be subject to fees at clause 3.14.
Client may opt to upgrade their Package and Services at any time by contacting
the Company’s sales team or the Client’s account manager at the Company by
email or telephone.
6.2 If the
Client upgrades their Package, they are required to pay additional fees for the
Client is not permitted to downgrade their Package at any time.
the Client require additional pages beyond the number included as part of the
Package specification, the Client will be required to pay additional fees to
the Company at the prevailing rate. The Client acknowledges that any sub-pages
also count towards to the page allowance specified under the Package.
Client may purchase copywriting services for 200 words at an additional cost of
£50.00 plus VAT (at the prevailing rate). This fee shall also apply where the
Client has copywriting included as part of the Package purchased but wishes to
buy additional words as the maximum copywriting allowance has been reached.
the Client requires any additional products for the store set-up service, this
will be charged at a rate of £40.00 plus VAT (at the prevailing rate) for 40
7. Domain Registration and Expiry
Client will be entitled to receive one domain with the Package and has the sole
responsibility to ensure that the domain name continues to be registered and
hosted with the Company. The domain included can only be chosen from the
following extensions: .co.uk, .org, .me.uk, .com, .net, .info, .xzy, .mobi,
Client shall ensure that the domain name is registered to the same account
holder as the registered owner of the 'Make me a Website' Package.
Client is required to renew the domain before it is due to expire at the
prevailing renewal rate.
7.4 If the
Client fails to renew the domain name, they shall be granted 5 calendar days to
make a payment before the domain name and website is suspended.
Client may at their sole discretion elect to transfer the domain name to
another service provider by providing the Company with 5 day's written notice.
However, as “Make me a Website” relies on the domain being in the Company’s
system, a failure to replace the domain will result in the service being
automatically suspended. Please refer to Clause 6 for further details.
domain name registered to the website is separate in its entirety and will
follow the domain procedure set by the Active Computers UK domain registration,
renewal and refund agreement.
8. Fees and Refunds
Services shall be charged in accordance with the fees set by the Company as set
out in the Order Confirmation for each Package. These may be varied from time
to time and published on the Company’s website.
may opt to elect a monthly or yearly payment for the Services purchased.
only have the option to upgrade their monthly billing plan to a yearly billing
period. The Client may not downgrade from a yearly billing period to a monthly
are required to pay the set-up fee upon purchase of the Service. The set-up fee
is subject to the Package purchased.
who purchase any Package acknowledge that payment is made directly to the
Client is required to pay all fees within 7 days from the date of the invoice.
Client accepts that the fees for the Agreement are subject to a monthly rolling
contract after the Initial Term.
8.8 For the
full details on fees, please see the current fees on the Active Computers UK
9. Term and Termination
Services are subject to the Initial Term as a minimum.
Client is required to provide the Company with a minimum of 30 days’ written
notice in the event that they wish to cancel the Services. The Client accepts
that any cancellation notice served before the end of the Initial Term is
subject to the Client paying the remaining balance due under the Agreement for
the remainder of the Initial Term.
9.3 At the
end of the Initial term, the Services shall remain active and automatically
renew on a monthly basis, unless the Client expressly provides the Company with
at least 30 days written notice by email.
Company reserves the right to terminate or suspend the Services at any time if:
Client fails to make the payment within 7 calendar days of the date of invoice.
At the point of termination or suspension, the Company shall email and notify
the Client of the termination or suspension of the Services.
domain name associated with the service is transferred away from the Company’s
account, with or without notice, to another service provider. However, the
Client may elect to replace their registered domain name with an alternative
domain name through the Client control panel to keep the Services active;
Client fails to pay for the renewal of the domain; or
9.4.4 in the
event of insolvency, death or any other reason that the Company deems to be
legitimate enough to warrant a termination and waive any unpaid sums.
9.5 For full
details on terminating the Services, please refer to the General Terms.
Company warrants that it will provide telephone support services during
11. Intellectual Property rights
Company acknowledges that the legal owner of the website is the Client,
however, the Company shall have the full power and control over the website
throughout the Term.
images, format, text or otherwise used by the Company are licenced for the sole
purpose of the website and are created for the client under the Agreement.
11.3 Any and
all images used by the Company belongs solely to the Company and cannot be used
for any other purpose. In the event that the Client terminates the Agreement,
the Client will not be entitled to use the images provided by the Company on
the website for any other purpose.
content, if supplied by the Client shall belong to the Client and may be used
by the Client in the event of the Client terminating the Agreement.
Company reserves the right to remove the website and domain in its entirety if
it has reason to believe that the website may be operating illegally.
Company will not be liable or accountable to the Client or any third party for
any direct or indirect costs incurred, loss of earnings or compensation claims
sought by the Client or any third party, if the Client fails to provide a
written request under Clause 3.4 above or for any reasons or delays beyond the
Company shall provide to the Client the ETA for commencing work on the website;
however, the Company may not be able to provide the Client with the exact date
for completion due to the nature of the project.
Client accepts that the Company will not be held liable for any failure to
carry out the proposed Services for reasons beyond the Company’s control,
including but not limited to acts of God, acts of any governmental or
supra-national authority, war or national emergency, riots, civil commotion,
fire, network failure, systems fault, unauthorised use or access to the IT
systems of the Company or the Client, explosion, flood, epidemic, lock outs
(whether or not by that party), strikes and other industrial disputes (in each
case, whether or not relating to that party's workforce), restraints or delays
affecting shipping or carriers, inability or delay in obtaining supplies of
adequate or suitable materials and currency restrictions, to the extent outside
of its reasonable control.
Agreement and these Terms will be governed by the laws of England and Wales and
both parties submit to the exclusive jurisdiction of the courts of England and
Wales in the event of any claim or dispute in connection with the Agreement or
these Terms. The Company does not accept any liability for the content if they
infringe any other state/country laws.