These terms and conditions ("Terms", "Agreement") are an agreement between Website Operator ("Website Operator", "us", "we" or "our") and you ("User", "you" or "your"). This Agreement sets forth the general terms and conditions of your use of the http://www.usersmatter.co.uk website and any of its products or services (collectively, "Website" or "Services").
Links to other websites
Although this Website may be linked to other websites, we are not, directly or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with any linked website, unless specifically stated herein. We are not responsible for examining or evaluating, and we do not warrant the offerings of, any businesses or individuals or the content of their websites. We do not assume any responsibility or liability for the actions, products, services, and content of any other third-parties. You should carefully review the legal statements and other conditions of use of any website which you access through a link from this Website. Your linking to any other off-site websites is at your own risk.
Intellectual property rights
This Agreement does not transfer to you any intellectual property owned by Website Operator or third-parties, and all rights, titles, and interests in and to such property will remain (as between the parties) solely with Website Operator. All trademarks, service marks, graphics and logos used in connection with our Website or Services, are trademarks or registered trademarks of Website Operator or Website Operator licensors. Other trademarks, service marks, graphics and logos used in connection with our Website or Services may be the trademarks of other third-parties. Your use of our Website and Services grants you no right or license to reproduce or otherwise use any Website Operator or third-party trademarks.
Limitation of Liability
To the fullest extent permitted by applicable law, in no event will the Website Operator, its affiliates, officers, directors, employees, agents, suppliers or licensors be liable to any person for (a): any indirect, incidental, special, punitive, cover or consequential damages (including, without limitation, damages for lost profits, revenue, sales, goodwill, use or content, impact on business, business interruption, loss of anticipated savings, loss of business opportunity) however caused, under any theory of liability, including, without limitation, contract, tort, warranty, breach of statutory duty, negligence or otherwise, even if Website Operator has been advised as to the possibility of such damages or could have foreseen such damages. To the maximum extent permitted by applicable law, the aggregate liability of Website Operator and its affiliates, officers, employees, agents, suppliers and licensors, relating to the services will be limited to an amount greater of one dollar or any amounts actually paid in cash by you to Website Operator for the prior one month period prior to the first event or occurrence giving rise to such liability. The limitations and exclusions also apply if this remedy does not fully compensate you for any losses or fails of its essential purpose.
You agree to indemnify and hold Website Operator and its affiliates, directors, officers, employees, and agents harmless from and against any liabilities, losses, damages or costs, including reasonable attorneys' fees, incurred in connection with or arising from any third-party allegations, claims, actions, disputes, or demands asserted against any of them as a result of or relating to your Content, your use of the Website or Services or any willful misconduct on your part.
All rights and restrictions contained in this Agreement may be exercised and shall be applicable and binding only to the extent that they do not violate any applicable laws and are intended to be limited to the extent necessary so that they will not render this Agreement illegal, invalid or unenforceable. If any provision or portion of any provision of this Agreement shall be held to be illegal, invalid or unenforceable by a court of competent jurisdiction, it is the intention of the parties that the remaining provisions or portions thereof shall constitute their agreement with respect to the subject matter hereof, and all such remaining provisions or portions thereof shall remain in full force and effect.
The formation, interpretation, and performance of this Agreement and any disputes arising out of it shall be governed by the substantive and procedural laws of West Midlands, United Kingdom without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of the United Kingdom. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the state and federal courts located in West Midlands, United Kingdom, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a jury trial in any proceeding arising out of or related to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Changes & Amendments
We reserve the right to modify this Agreement or its policies relating to the Website or Services at any time, effective upon posting of an updated version of this Agreement on the Website. When we do we will revise the updated date at the bottom of this page. Continued use of the Website after any such changes shall constitute your consent to such changes.
Customer: The company or individual requesting the services.
Service Provider: Users Matter Ltd.
The service provider will always do its best to fulfil the customer needs, but sometimes it is best to have a few things written down so that both parties know what is what, who should do what and what happens if things go wrong. It is for this reason that work will only be carried out once a contract has been signed and exchanged.
Whilst every endeavour will be made to ensure that work is error free, the service provider cannot be liable to you, your company or any third-party for damages, including lost profits, lost savings or other incidental, consequential or special damages, even if you have advised us of them.
The provider will endeavour to meet all the deadlines set but cannot be held responsible for a missed launch date or a deadline if you have been late in supplying materials or have not approved or signed off work on-time at any stage.
The client agrees to make available all materials required to complete the project as and when requested, and in the format that we ask for. You agree to review our work, provide feedback and sign-off approval in a timely manner.
Changes & Revisions
If at any point the project scope creeps or you wish to modify work planned or in progress, you will be charged according to the time it takes us to accommodate these changes. Any additional costs will, of course, be agreed in writing before work continues; this ensures that you do not incur any unexpected charges. You agree to reimburse us for all costs and expenses incurred prior to the changes in instructions and which relate to non-cancelable commitments.
All project documents and files, including but not limited to, research material, wireframes, designs, and prototypes will remain the property of the service provider until the total project cost has been paid in full.
The provider cannot take responsibility for any copyright infringements caused by materials submitted by the client.
The service provider will invoice the customer for 25% of the total project cost at the point the contract is signed, which will act as a deposit. The remaining 75% will be invoiced at the end of each week for work completed during that period. Payment is due within 14 days from the date of invoice unless agreed otherwise. In the event of a late payment, we reserve the right to stop work until payment is received in full. In the event that we incur legal fees, costs and disbursements, in an effort to collect payment, you agree to reimburse us for these expenses.
If upon termination there have been services or materials provided for which have not been paid for in full, you agree to not use any such materials, in whole or in part, or the product of such services until the outstanding sum has been paid.
We maintain the confidentiality of any information that you give to us. Business and or personal data will only be held for as long as required, and will only be used for the purpose it was collected.
Acceptance of Terms
You acknowledge that you have read this Agreement and agree to all its terms and conditions. By using the Website and or its Services you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorised to use or access the Website and its Services.