ACCOUNTS - Terms are strictly 40% of account payable immediately (after the design is agreeded) and remaining 60% seven days after completion of all work
unless agreed otherwise between design spark and the Buyer. If payment is not made when due Design Spark shall be entitled (without prejudice to any other rights or remedies) to charge interest at a rate of 2%, or £20 per month or part thereof, whichever is greater, from the due date for payment until the
actual date of payment. The Buyer agrees that it will not be entitled for any reason whatsoever to make any deduction from or withhold any payment from
Design Spark. In the event of Design Spark instituting legal proceedings for the recovery from the buyer of any outstanding sums due to Design Spark for
Goods or Services supplied Design Spark shall be entitled to recover all reasonable costs incurred thereby including legal fees on an indemnity basis. Where
goods are delivered on a modular basis or in installments Design Spark shall be entitled to issue a separate invoice to the Buyer for each delivery.
QUOTATIONS, TENDERS & ACCEPTANCE OF ORDER - All quotations and tenders by Design Spark are subject to acceptance within 28 days. Design Spark reserves the right to withdraw a quotation or tender at any time before the buyer has accepted it. No order shall constitute a contract between Design Spark and the customer until acceptance by Design Spark on these terms of business to the exclusion of any other terms.
DELIVERY OF GOODS AND SERVICES - Any date quoted for delivery of goods or services is an estimate only and Design Spark shall not be liable for any loss or damage arising directly or indirectly from delay in dispatch or in delivery. If any such delay continues for more than 60 days either Design Spark or the buyer may by written notice to the other cancel the order so far as it remains to be performed by Design Spark. Delivery of web sites may be deemed to have taken place when made visible to the customer on a web server. Delivery of hosting will be deemed to have taken place once the customer has been supplied with the FTP hostname, username and password.
LIABILITY - Design Spark shall not in any event be liable for any indirect, unforeseeable or consequential loss or damage whether caused by breach of contract, negligence or otherwise by the buyer. Design Spark liability for any direct loss or damage, whether caused by breach of contract, negligence or otherwise, shall, in any event, be limited to the amount paid by the customer to Design Spark for Services. Design Sparkt shall not be liable for any loss or damage incurred or suffered by the Buyer in respect of any damage to, or defects in, the Goods or Services, which is not reported in writing to Design Spark within seven days of their receipt by the Buyer. The Buyer shall indemnify Design Spark against all claims, actions, costs, loss, damages or expenses or other matters arising out of or in connection with the Goods or Services or the use of them. The customer is obligated to ensure that all Goods and Services are in correct working order before using them in their business activities. Design Spark shall not be liable for any losses or damage due to insufficient testing of the Goods or Services by the customer. Design Spark shall not be liable for any losses or damage due to web site hosting or E-mail problems. Design Spark is not liable for the loss of any data belonging to the Buyer or a third party where the Buyer has failed to make regular and complete backups of data.
TERMINATION OF CONTRACT - Any contract between Design Spark and the customer shall be mutually binding to these terms and conditions. Hosting is sold on an annual basis, not pro-rata. Once a contract has been entered into for any other Goods or Services, including web site design, termination is not permitted by the Buyer.
RESERVATION OF TITLE & RISK OF LOSS - Design Spark shall retain legal title to the Goods and Services until it has received payment in full of all the sums due in connection with the supply of all Goods and Services to the Buyer at any one time. For these purposes Design Spark has only received a payment when the amount of that payment is irrevocably credited to its bank account. The risk of loss or damage to the Goods and Services shall pass to the Buyer upon delivery or deemed delivery. Design Spark reserves the right to prohibit the transfer of the domain name to another party until it has received full payment for all Goods and Services supplied to the Buyer.
FORCE MAJEURE - If either party is impeded or prevented from carrying out any of its obligations under the contract for the supply of Goods and Services due to any circumstances beyond its reasonable control including, without limitation, act of Government, interruption of power supplies, failure of sources of supply, interference by a third party, war, civil unrest, industrial dispute or natural disaster ('circumstance of force majeure') the part affected shall be excused performance of such obligation for so long as and to the extent that the prevention or impediment lasts.
NOTICES AND VARIATIONS FROM THESE TERMS - Any notice to be given by either party under the contract for the supply of Goods and Services shall be in writing and sent by post to the registered office of the party to be served and shall be deemed to have been served five business days after dispatch. No variation or alteration to these Conditions shall be valid unless agreed in writing by a duly authorised representative of Design Spark.
SAVING OF RIGHTS - The failure of either party at any time to enforce any terms, provisions or conditions of the contract for supply of Goods and Services or to exercise any rights there under shall not constitute a waiver of the same nor affect that party's right thereafter to enforce the same. Not withstanding that any provisions of the contract for the Supply of Goods or Services may prove to be illegal or unenforceable the remaining provisions thereof shall continue in full force and effect.
LAW AND JURISDICTION - The construction, validity and performance of the contract for the supply of Goods and Services is governed by the laws of Scotland and the parties accept the exclusive jurisdiction of the Scottish courts except at the discretion of Design Spark.
