Overview & Definitions
1. By ordering any work to be performed on your website or in connection with your website, you agree that the following terms and conditions will apply, hereafter referred to as the "Agreement".
2. In this Agreement, the following definitions apply:
i) "The Company" means Using My Head Limited. Our registered office is at 3 East Point High Street, Seal, Sevenoaks, Kent, TN15 0E.
ii) "The Service" means the service provided by the Company to you which is covered under the Agreement.
iii) "The Customer" means the individual or corporate entity that orders the service from the Company.
3. Where the Service is ordered by a customer that is a corporate entity (defined as either a limited company, public limited company, limited liability partnership, company limited by guarantee or registered charity), the individual that places the order (defined as the living person that physically places the order) hereby agrees to be jointly and severally liable for all the payments required to be made for the Service for the minimum period.
4. Where the Customer is an individual, it is not available to those under the age of 18 years.
5. The Service must not be used for any illegal purpose by the Customer. Should the Company discover that the Service is being used for illegal purposes, they will be entitled to immediately terminate this Agreement.
6. Any breach of these terms and conditions by the Customer may result in immediate termination of this Agreement by the Company. Such termination will be at the entire discretion of the Company.
7. The Company reserves the right to refuse the Service to anyone for any reason at any time.
8. Prior to commencing work, the nature of the work to be carried out will be described to the Customer along with the cost of the work.
9. Where the Customer orders a service that involves custom coding, the Service will be as described on the corresponding service page on the Using My Head website.
Limitation of Liability
10. "Losses" in this agreement refers to the following types of losses: direct, indirect, consequential, loss of profits, loss of income/sales, loss of goodwill, loss of search engine rankings, loss of advertising costs, loss of use, loss of data or any other intangible losses.
11. The Company will provide to the Customer an estimated schedule in which the Service will be performed. The schedule is however an estimate only, and sometimes the work will take longer than expected to complete. The Company does not accept any liability for any Losses caused as a result of the Service not being performed in the estimated time.
12. The Customer orders the service from the Company at their own risk, and the Company provides no warranty or guarantee of the Service, save for guarantees and warranties implied by English Law.
13. the failure of the Company to exercise or enforce any of the terms and conditions of this Agreement shall not constitue any type of waiver of such right of provision.
Payment for the Service
14. Where the customer's registered address is located within the UK, all costs are subject to VAT at the prevailing rate of the United Kingdom. Any price or cost quoted to the Customer will be quoted exclusive of VAT.
15. Payment for the service must be made in fulll before the Company commences work on the Service, except where expressly authorised, in writing, by the Company.
16. Where the company has agreed, under term (15) above, to accept staged payments for the work, once the work is completed the remaining stages must be paid in full within 30 days of delivery of an invoice to the Customer by the Company.
Cancellation of the Service
17. The Customer is permitted to cancel the provision of the Service at any time.
18. Where the Company has commenced work on the provision of the Service, the Customer will not be entitled to a refund of any monies paid to the Company, except where expressly authorised, in writing, by the Company.
19. Where the Company has agreed, under term (15) to accept staged payments for the work and in the event of cancellation by the Customer under term (17), the Company shall assess the amount of work completed and inform the Customer within 7 days of their notice to cancel whether any refund to the Customer is due or whether a further payment should be made by the Customer to complete payment for the work completed.
20. Where, under term (19) a refund is due to the Customer, such a refund will be processed by the Company within 7 days.
21. Where, under term (19) a further payment is required from the Customer to the Company, the Customer shall make payment within 7 days.
22. Should the Customer cancel the Service before the Company has commenced work, a full refund of monies paid by the Customer shall be issued by the Company less an administration fee. Such a refund will be processed by the Company within 7 days. The administration fee shall be £75 + VAT for bespoke design projects or £25 + VAT for coding work or small projects with a value of less than £200.
Restricted Content / Acceptable Use Policy
23. Use of the Service is prohibited where the content of the website or products or services for sale fall within those defined at term (28) below. The examples described are not exhaustive and we may modify this policy at any time by posting a revised version on the Using My Head website.
24. You may not use, promote, facilitate, or instruct any third party to use the Service for any illegal, harmful, offensive, fraudulent or infringing purposes or activities.
Offensive content is defined as any content which is defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
Harmful and fraudulent activities include, but are not limited to, offering fraudulent goods or services, schemes or promotions (e.g. make-money-fast or Ponzi or pyramid schemes).
Infringing content is content that infringes the copyright, intellectual property rights or proprietary rights of others.
Harmful content is content or other technology that may damage or interfere with any system, program or data.
25. We reserve the right to monitor the content uploaded by you to ensure your compliance with our Acceptable Use Policy and, where we deem appropriate, investigate violations of this policy. We will immediately remove, disable or modify any content we find that violates this policy without notice to you and agree to contact you within 24 hours of same being completed. We may report any content or activity we suspect violates any law or regulation to the appropriate law enforcement officials.
At the sole discretion of the Company we may, on finding restricted content on your account, terminate this agreement without notice.
No Assignment By The Customer
26. The Customer may not assign this Agreement without the prior written consent of the Company. Such permission may be refused by the Company at its sole discretion.
Rights Of Third Parties
27. Nothing in this agreement shall provide or be constructed to provide any third party with any right of remedy, claim, cause of action or privilege.
Entire Agreement & Jurisdiction
28. This Agreement constitutes the entire agreement between the parties. It supersedes and excludes all prior written or oral representations or warranties made by the Company to the Customer.
29. This Agreement is written in accordance with English Law. All parties hereby submit to the exclusive jurisdiction of the courts of England and Wales should any dispute arise.
30. Should any term, warranty or condition, or any part of any term, part of any warranty, or part of any condition, be found to be unenforceable or contrary to English Law, the Customer hereby agrees that it shall not affect the validity or enforceability of the rest of this Agreement or the rest of the term, warranty or condition.