Brassneck Studio
Legal
Terms and conditions
The rules we work under. We have tried to write them in English, because a contract nobody reads protects nobody.
Who we are, and what this is
These terms apply to design, build, hosting and support work carried out by Brassneck Studio Ltd. They form part of the contract between us alongside whatever quote or proposal you accepted. Where the two disagree, the quote wins, because that is the one written about your particular job.
"We" and "us" means Brassneck Studio Ltd. "You" means the person or business we are doing the work for.
Quotes and when the contract starts
Quotes hold for 30 days and describe what is included. Anything not written down in the quote is not included, which is not us being difficult, it is us both knowing where the edges are.
The contract starts when you accept the quote in writing (email is fine) and pay the deposit. Until then nobody owes anybody anything.
If what you want changes after that, we will tell you what it does to the price and the date before we do it. We will not do extra work and surprise you with an invoice for it.
Prices and payment
Our build prices are published on the Websites page and quoted in writing before anything starts. Larger projects are quoted individually. If VAT applies, it is shown separately on the invoice.
How it is split
- 50% deposit before work begins. This is what reserves the time in the diary, and it is non-refundable once we have started.
- 50% balance when the site is finished and signed off, payable before it goes live on your domain.
- Care plans are monthly in advance.
- Invoices are due within 14 days unless the quote says otherwise.
Costs that are not ours
Domain registration, stock photography, licensed typefaces, paid third-party services and anything else bought specifically for your project are yours to pay. We will always tell you before committing you to a cost, and where we can we will have you buy it directly so you own the account rather than us.
What we need from you
Almost every website that runs late runs late for the same reason, and it is not the building. It is waiting for words and pictures.
- Content and images in usable form, by the date we agree.
- One person who can say yes. Design by committee is charged by the hour.
- Feedback within 10 working days of us asking for it.
- Access to your domain, hosting or existing site where the work needs it.
If a project stalls on your side for more than 30 days, we may invoice for the work done so far and reschedule the rest for the next gap in the diary rather than holding time we cannot use. We will warn you before we do that, not afterwards.
Timescales in a quote are honest estimates, not guarantees, and they assume the above. Two weeks means two weeks of us working, not two weeks of us waiting.
Revisions
Every build includes two rounds of revisions at the design stage and a final round of corrections before launch. That is enough for any reasonable set of changes and it is deliberately not enough to redesign the thing twice.
Changes beyond that, or a change of direction after you have signed something off, are quoted separately before we start them. We would rather have that conversation once, early, than resent it quietly for a month.
Who owns what
You own the finished site once you have paid for it in full. Design, code, layout and content we produced for you transfer to you on final payment, and we will hand over the files. Before that, we own it. This is the ordinary arrangement and it exists so that "we never paid the last invoice" is not a viable business strategy.
The exceptions, and they are small
- Our own tools. Any general code, libraries or techniques we wrote before your project or use across all our work stay ours. You get a permanent, unrestricted licence to use them as part of your site. We are not going to reinvent a stylesheet reset for every client.
- Third-party licences stay whatever they are. Stock images and licensed fonts come with their own terms, which we will tell you about.
- Concepts you did not buy. Designs shown but not chosen remain ours.
What you promise us
That you own, or have permission to use, everything you send us: text, logos, photographs, the lot. If somebody comes after us because of material you supplied, that one is on you. We are a small studio and we cannot verify the provenance of a photograph you found on a hard drive in 2014.
Showing the work
We may show finished work in our portfolio, on this site and in case studies, including screenshots and your name. If you would rather we did not, say so and we will not. That is a sentence in an email, not a negotiation.
Hosting and care plans
Every build includes twelve months of hosting, domain renewal, SSL, uptime monitoring and off-site backups. That is the Lights On plan, given free for the first year. After twelve months it continues at the published monthly price unless you tell us to stop, and we will remind you before that happens rather than letting it renew quietly.
Care and Partner plans add a set amount of change work each month. In the Care plan, unused time rolls over for one month and then expires; it does not bank indefinitely. Content changes, new pages and design work are what those plans are for, and they are not included in the free first year, which covers keeping the site up rather than keeping it current.
Leaving
Plans run month to month with 30 days' notice on either side. When you leave, you take the site with you: we hand over the files and help your new host or developer get them running. We do not hold anybody's website hostage, and any studio that does is telling you something about itself.
We may suspend hosting where an account is more than 30 days overdue, after telling you, or where a site is being used for something illegal. In the second case we will not be telling you first.
Late payment
On business contracts, we are entitled under the Late Payment of Commercial Debts (Interest) Act 1998 to charge interest at 8% above the Bank of England base rate on overdue invoices, plus fixed compensation for the cost of chasing. We would honestly rather not, and a phone call explaining that cash is tight this month has never once gone badly.
We may pause work on a project while an invoice is more than 14 days overdue.
Cancelling
You can cancel a project at any time in writing. The deposit is not refundable once work has started, and you pay for work carried out up to that point. Anything already produced and paid for is yours.
We can cancel too, if a project has stalled indefinitely, if invoices go unpaid, or in the unlikely event that working together stops being possible. If we walk away for our own reasons rather than yours, we refund anything you have paid for work not done.
If you are a consumer
If you are buying as a private individual rather than for a business, and we agreed the contract at a distance or away from our premises, you have a statutory right to cancel within 14 days without giving a reason. Email us and it is done.
If you want us to start work inside those 14 days, we will ask you to say so expressly, and you agree that if you then cancel during the 14 days you pay a proportionate amount for the work already done. If you would rather we waited out the fortnight before touching anything, that is entirely your call and we will say when we can start instead. Nothing in these terms affects your rights under the Consumer Rights Act 2015.
If something breaks
For 30 days after launch we will fix anything that does not work the way we agreed it would, at no charge. That is a bug fix, not a free extension: new features and changes of mind are new work.
After 30 days, fixes are covered by your care plan if you have one, or quoted if you do not.
What we do not promise
We will do the search work properly and we will measure honestly, but nobody can guarantee a ranking, a volume of traffic, or a number of sales. Anyone who does is either guessing or lying. We also cannot promise that a site will be entirely free of bugs forever, that third-party services will never go down, or that browsers will not change under everybody's feet, because none of those are things anybody controls.
Liability
If we get something wrong and it costs you money, our total liability is limited to the total fees you have paid us in the twelve months before the problem. We are not liable for indirect or consequential losses, lost profits, lost business or lost data, and we are not liable for anything caused by content you supplied or by a third-party service failing.
Nothing here limits our liability for death or personal injury caused by our negligence, for fraud, or for anything else that the law does not allow us to limit. Where you are a consumer, this section does not reduce your statutory rights.
Neither of us is liable for failures caused by things genuinely outside our control, which is the clause every contract has and which everyone hopes stays theoretical.
The rest of it
- Confidentiality. Anything commercially sensitive you tell us stays with us, during the project and after it. The same applies in reverse.
- Data protection. How we handle personal data is set out in our privacy policy. Where we build something that collects data from your customers, you are the controller and we act on your instructions.
- Subcontracting. We may bring in a specialist for part of a job. We stay responsible for their work, and we will tell you if anyone else is going to touch your project.
- Changes to these terms. We may update them, and the version in force is the one you accepted with your quote. Care plan customers get 30 days' notice of any change that affects them.
- Severability. If one clause turns out to be unenforceable, the rest still stands.
Law
These terms are governed by the law of England and Wales, and the courts of England and Wales have jurisdiction. If you are a consumer resident elsewhere in the UK, you may bring proceedings in your own courts.
If something goes wrong, talk to us before it becomes a legal question. In a studio this size the person who reads the complaint is the person who did the work, which is either reassuring or alarming depending on the day.