Terms of Business

Last Updated: March 2024

By accepting an estimate or placing an order with Bronx Studio, you confirm that you are in agreement with and bound by the ‘Terms and Conditions’ stated below.

For the purposes of these Terms and Conditions, the company or individual requesting the services of Bronx Studio shall be known as ‘the Client,’ and any work produced by Bronx Studio for the Client will be known as ‘Bronx Studio Work.’

General Conditions

Bronx Studio will only commence work once an order has been placed either by phone, email, or in writing. An ‘order’ is deemed to be a verbal or written contract between Bronx Studio and the Client, including telephone and email agreements. Invoices will be generated and issued electronically and sent by email to the Client. Our preferred method of payment is Bank Transfer. The details of our account will be included on all invoices.

Bronx Studio accepts no legal liability for loss or damage caused by any work carried out by Bronx Studio. All quotations are valid for a period of 30 days only.

These Terms and Conditions supersede all previous agreements or understandings. Acceptance of a quotation, estimate, or invoice constitutes agreement and full acceptance of these Terms and Conditions.

Bronx Studio Design Work

Design work will always be provided to the client for approval and ‘sign-off,’ as will details of required webpages and functionality. The creation of website code and functionality will only begin after client sign-off for these elements. Any significant changes to the design or website structure and functionality will be subject to an additional charge, to be agreed with the client at this point. No further work will be conducted until the client has agreed to the extra cost and scope of work.

All agreed materials to be supplied to Bronx Studio must be in the following formats:- Text/copy must be clear and concise and provided in electronic format (text files via email ), preferably in MS Word.- Images/media must be provided in digital format – .jpg, .gif, .png, svg or bitmap formats and to an acceptable resolution.

Bronx Studio is not responsible for writing client copy or providing images unless specifically requested. We can provide copywriting and source suitable images, but this will be at additional cost, to be agreed with the client before any such work will be undertaken.

Bronx Studio reserves the right to refuse to handle in any way, material that may be deemed obscene or pornographic, contains abusive or offensive language, anything that may be construed as threatening or defamatory, or any material to which the Client has no rights. The client must guarantee that any elements of text, graphics, photos, designs, trademarks, or other artwork that they provide us for inclusion in the website are either owned by the client or that they have permission to use them.

Bronx Studio will make every effort to ensure that the Works and any scripts or programs are error-free, but Bronx Studio cannot accept liability for any losses incurred due to failure or malfunction of the Works or any part of it. Any code written by Bronx Studio remains the copyright of Bronx Studio (unless prior agreement is made) and may only be reproduced or reused commercially with the permission of Bronx Studio.

Bronx Studio accepts no responsibility for copyright infringements caused by materials used and submitted to us by the Client. Bronx Studio reserves the right to refuse any material that it believes contravenes copyright laws unless proof is given that permission has been granted to use the material. It is the responsibility of the client to provide all materials as agreed verbally or in writing. Any significant delays caused due to the failure of the client to provide agreed materials may be chargeable. It is not the responsibility of Bronx Studio to create copy, images, or other materials for the client unless explicitly agreed in the quotation or subsequent communication.

Supplied materials should be in agreed format – if extra time is required to crop/optimize images, this will be chargeable (at the agreed hourly rate for extra work) unless this is expressly outlined in the original quote. If Bronx Studio has to source images or design logo or icon materials for the creation of a client website, the cost of the materials is chargeable at the cost incurred, unless the cost of the materials is explicitly outlined in any quotation or invoice.

Bronx Studio will not be liable for costs incurred, compensation, or loss of earnings due to the failure to meet agreed deadlines, but every effort will be made to ensure all agreed deadlines are met, and every effort will be made to inform the Client if a deadline will be missed.

Bronx Studio will not be liable or become involved in any disputes between the Website owner and any other party and cannot be held responsible for any unlawful behaviour or other wrongdoing by the Website owner.
Bronx Studio will endeavour to maintain the Website in a fully operational condition without errors. Bronx Studio cannot always guarantee that this will be the case and as such cannot accept liability for any defects that may exist, economic losses (including revenues and profits), loss of goodwill, reputation, or any other consequential or indirect losses the client may suffer due to the use of the website or their inability to access the website.

Bronx Studio cannot be held responsible for issues relating to software bugs in supplied open source or paid-for software solutions. While Bronx Studio will endeavour to find solutions for such issues, this cannot be guaranteed and may be chargeable if significant time is required to provide the solution. Similarly, Bronx Studio cannot be held responsible for issues relating to software upgrades, plugins, modules, or any other additional software packages requested by the client. Issues relating to email, including lost emails, cannot be considered the responsibility of Bronx Studio. Clients must create local copies of emails that they consider to be commercially important or sensitive. If clients exceed any agreed or set quotas and lose data, it is their responsibility.

Bronx Studio retains the copyright of all individual artwork, graphic design, and website design created for a client project. Artwork, graphic design, and website design created for a client project shall not be altered, retouched, damaged, or reproduced in any other form by the client without the written permission of Bronx Studio, unless said copyright is purchased from Bronx Studio in a separate transaction. This does not apply if the artwork, graphic design, and/or website design are supplied or designed by the client.

Bronx Studio retains ownership of all master working files such as Adobe Illustrator, Photoshop or Indesign files used to create artwork . Clients will receive the final end product files in PDF's, JPEG's, PNG's or SVG format as agreed in the initial scope of agreed work. Master working files can be provided to the client at an agreed cost if required.

All websites designed by Bronx Studio will show a link to the Bronx Studio website near the bottom of each webpage, unless otherwise agreed. Removal of the link is only allowed with the express permission of Bronx Studio. We also reserve the right to include details of our work for clients on the Bronx Studio website and marketing materials including but not limited to printed materials, social media accounts, video work and portfolio's; this can include screen shots of the clients’ website and links to the Client website.

If any discussed and/or created wireframes or images are subsequently used by the client or a third party without the express permission of Bronx Studio and without payment, we reserve the right to instigate legal action for damages and copyright infringement.

Agreement for the website to ‘go-live’ will constitute acceptance of all work, and the balance owing will become payable immediately.

The client must provide feedback on work and provide details of issues, omissions, or bugs within 10 working days of feedback requests or they will be deemed to have accepted the work and any monies owing will become immediately payable. After initial feedback, any subsequent comments must relate to changes made in response to the initial feedback and must be made within 5 working days of notification of changes made.

By using third parties such as printers, advertising publications, etc., the client is bound by the Terms and Conditions of the third party. Any errors, color issues, or omissions of previously client-approved materials supplied by Bronx Studio will be the responsibility of the third party and not Bronx Studio.

Browser Compatibility

While every effort will be made to ensure compatibility with a wide range of web browsing software, Bronx Studio can offer no guarantees of correct function with all browser software and cannot accept responsibility for loss of goodwill, reputation, or any other consequential or indirect losses the client may suffer due to a third party's inability to access the Website due to browser incompatibility. Bronx Studio will test for and guarantee compatibility of any website we create with the most recent version of Internet Explorer, Mozilla Firefox, Safari, Chrome, and Opera.

Compatibility with mobile devices and iPad/Tablet devices is not guaranteed unless explicitly requested and included in the quotation. If required, it must be stipulated before acceptance of any quote, and any extra cost incurred in supporting specified mobile devices must be agreed upon before the project begins. Bronx Studio is not responsible for future compatibility issues resulting from browser software updates.

Website Hosting

Where Bronx Studio provides hosting and maintenance services, we cannot be held responsible for difficulties experienced when accessing the Website or individual parts of the Website due to circumstances beyond our control. These may include (but are not limited to): problems with the client's internet service provider or other third party, failure (partial or whole) of server hardware or software, disruption or failure of any service that prevents Bronx Studio from functioning in a normal manner, natural disaster, weather, war, invasion, riot, and other civil disorder, rebellion, and revolution.

The hosting provided by Bronx Studio is of a premium level, with a high degree of server security, but it is not the responsibility of Bronx Studio if a client's website is compromised or 'hacked' for whatever reason. In the event that a client's website, which we host, is compromised, the cost of recovering the website from backup or implementing software fixes will be chargeable and agreed with the client in advance of any work being undertaken.

Website hosting, maintenance, and backup services offered by Bronx Studio are for the express purpose of ensuring the continuation of and maintenance of existing website pages and minor text and image changes to these pages. This service does not include the creation of new website pages or the addition of new regions (whether text or image) to the existing pages. Hosting can be canceled at the end of the covered and specified period, but refunds are not possible during the hosting period, under any circumstances. Hosting charges are applicable from the day the website hosting area is created, at the client's request, and website development begins.

Where a client or a third party employed by a client makes changes to a client website hosted by Bronx Studio, resulting in issues with the website or any other associated services, Bronx Studio will not be held responsible in any way for loss of business or solving any issues. If Bronx Studio is asked to assist in solving issues, the time will be chargeable at an agreed hourly rate. It is normal practice to give the client and their employees or associates 'editor' access to the website. Where a client requests full 'admin' access, Bronx Studio takes no responsibility whatsoever for subsequent issues experienced with the website. It then becomes the client's responsibility to ensure the continuing functionality of the website and associated services.

It is the responsibility of the client to inform Bronx Studio if a hosting or maintenance contract/package is no longer required. Any used but un-billed hosting time will owe for the period between the end of the last billed period and the notified end date for the hosting services.

In the event that a client requires the ownership of their Webflow site to be changed from Bronx Studio to a third party, a fee will be required to cover administration costs and must be paid before the transfer to another Webflow account is initiated. If the client decides to host the website with a third party, it is fully and completely their responsibility to maintain the website, unless they purchase a maintenance contract with Bronx Studio that covers the relevant service. In the event that a client's website ceases to function normally, the cost of recovering the website from backup or implementing software fixes will be chargeable and agreed with the client in advance of any work being undertaken.

Hosting Fees

Bronx Studio is committed to covering your website fees, while the agreed-upon hosting fees specified in your contract are to be paid on a monthly basis to us. Failure to settle these fees will result in the website being taken down, and any outstanding Webflow fees for your site will be invoiced to recover these costs.

Included in all monthly hosting fees from Bronx is a management charge, encompassing ongoing efforts to oversee the website's performance, updates, and overall health. This includes monitoring potential issues, implementing necessary updates, and ensuring the website remains in optimal condition. The fee may also cover tasks such as content updates, routine checks, and handling inquiries related to the website's functionality.

Furthermore, this fee covers administrative tasks associated with setting up and managing the website. This encompasses configuring settings, maintaining user access, overseeing account security, and managing domain settings if applicable.

Additionally, the fee accounts for the time and effort involved in managing financial aspects of hosting, including handling subscription renewals, ensuring timely payments to the host supplier for your site, addressing any billing inquiries or discrepancies, and providing clients with transparent and accurate billing information.

Moreover, it covers the time spent addressing client queries, troubleshooting technical issues, and ensuring a seamless user experience. Security and compliance are paramount in website management, and this fee supports ongoing efforts to ensure the website complies with relevant security standards and protocols. This involves activities such as monitoring security threats, implementing necessary security measures, and staying informed about updates or changes in industry standards.

While hosting packages may be charged on a per-year basis, exceeding the bandwidth allowance for the selected package incurs additional hosting costs. In such cases, the client has the option to either upgrade the hosting package or reduce the timescale covered by the hosting package to cover the additional costs.

Upon cancellation, any used but un-billed hosting time will be invoiced for the period between the end of the last billed period and the notified end date for the hosting services.

Email Accounts

Bronx Studio assumes no responsibility for the loss of emails due to server downtime, domain repointing, DNS modification, clients exceeding allocated quotas, or any other reason. The client is responsible for setting up their email programs and clients using the information supplied by Bronx Studio regarding usernames, passwords, and server addresses (POP/SMTP). It is also the client's responsibility to ensure they do not exceed email quotas, as incoming emails will not be deliverable. Bronx Studio advises clients to adjust their email settings so that emails are deleted from the server after being downloaded or, at most, one week after.

SEO Campaigns

Where Bronx Studio agrees to conduct a ‘Search Engine Optimisation’ or ‘Web Presence’ campaign for clients, the minimum period for the campaign will be outlined in the recurring invoice sent to clients and in any previous estimates. The total cost will be stated in each invoice, although each invoice will be for the monthly instalment payment.

No work will be conducted in the invoiced month until the invoice is paid in full. If the client wishes to cancel the ongoing ‘Search Engine Optimisation’ or ‘Web Presence’ campaign before the end of the minimum period, the outstanding balance on the total campaign cost will be chargeable, and Bronx Studio will invoice for this balance in full.

Where a client persistently fails to pay monthly invoices in full and on time, Bronx Studio reserves the right to invoice for the full cost of the campaign immediately and refuse to conduct future work until this invoice is paid in full.

Retainers & Packages

In the case of a retainer arrangement where Bronx Studio is engaged to provide ongoing design and web development services, the minimum duration for the retainer will be specified in the recurring invoice sent to clients and any prior estimates. The total retainer cost will be clearly outlined in each invoice, with each invoice representing a monthly  instalment payment. No work will commence in the invoiced month until the invoice is settled in full.

Should the client decide to terminate the ongoing retainer arrangement before the conclusion of the minimum agreed-upon period, the outstanding balance for the total retainer cost will be applicable. Bronx Studio will issue an invoice for this outstanding balance, which is expected to be settled in full.

In instances where a client consistently fails to make full and timely payments for monthly invoices, Bronx Studio reserves the right to invoice for the entire retainer cost immediately and may withhold future work until this invoice is paid in full.

Payment Terms

Bronx Studio reserves the right to request an initial payment or ‘deposit’ ranging between 30% and 50% of the agreed total costs before initiating any work. Subsequently, Bronx Studio requires a 30% payment at an agreed halfway stage. Once the Website(s) design is drafted, it will be made live for testing and client feedback. After the basic design is agreed upon via email or in writing, any further changes to the layout or general design may incur additional charges.

Upon completion of work on a Website(s) or design work, the final balance of payment is due following our specified terms of payment, outlined in the initial estimate and/or each invoice. If the client decides to no longer proceed with the website or wishes to make changes after completion, they are still obligated to pay for all work that has been done. In other words, if the site has been completed, all payments are now due without exception.

For printed design work, full payment is required upon delivery of completed artwork or printed material.
Any work carried out or time spent advising or consulting with a client after a deposit invoice has been issued, at the client’s agreement or request, will be chargeable at standard rates if the client subsequently fails to pay the deposit and cancels the project.

All accounts are payable within 14 days (unless a different prior arrangement has been made) following the completion of work and the date of the final invoice. Accounts still outstanding 30 days after the invoice will be deemed ‘in default,’ and client information or services may be suspended. Clients with accounts in default agree to pay all reasonable costs and expenses, including legal fees, incurred in enforcing these Terms and Conditions.

Once an initial payment or ‘deposit’ has been made, and work commences, the client is obligated to pay the full balance, even if they decide to cancel the project. Bronx Studio will send reminders via email and telephone for overdue payments. If a payment becomes more than 30 days overdue, Bronx Studio reserves the right to request full payment for the project. Further work will not proceed until such payment is received.

If a client persistently fails to provide access to their hosting or domain, hindering Bronx Studio from completing scheduled and agreed work, the client will be considered to have breached their agreement with Bronx Studio, and all outstanding payments will become immediately due.

All website code and graphics will remain the property of Bronx Studio until all accounts are paid in full. If the client fails to respond to emails or phone messages requesting agreed content or sign-off for two weeks or more, Bronx Studio reserves the right to issue a final warning. If the client does not respond within three days of the final warning, the project will be paused, and the client will be invoiced in full for work completed up to that point.

If the client fails to respond to communication for 28 days or more, Bronx Studio reserves the right to ‘archive’ the project, immediately invoicing for all completed work and materials. The project will be on hold until the scope of work and cost for completion are agreed upon, and any required deposit is paid.

In cases where Bronx Studio agrees to invoice for a final payment when the created or modified website is ready to ‘go-live’ and the client has ‘signed-off’ on all work, the act of making the website ‘live’ on the internet implies acceptance of the work conducted by Bronx Studio and acts as ‘sign-off.’ All outstanding payments become immediately payable and will be invoiced immediately.

Outstanding Accounts

Bronx Studio reserves the right to claim statutory interest at 8% above the Bank of England reference rate in force on the date the debt becomes overdue and at any subsequent rate where the reference rate changes and the debt remains unpaid, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002. Bronx Studio reserves the right to charge for costs and expenses incurred in recovering late payments and to charge interest at the rate then in force pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 as at the due date. A copy of "The Act" is available [here].

For outstanding accounts, Bronx Studio reserves the right to disable the Client’s website or system until we receive all outstanding monies. Following consistent non-payment of an invoice, we, or our solicitors, will contact the Client in question, with a view to taking the matter further. If necessary, legal proceedings and court summons may be pursued to seek payment. Compensation under the late payment legislation will also be claimed – £40 for debts up to £999, £70 for debts between £1000 and £9999.99, and £100 for debts of £10,000 and above.

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