Introduction
These terms and conditions set out the terms under which all services including custom projects and subscriptions, provided by Byzz Plus Limited are sold and fulfilled. We may revise these terms and conditions from time to time. If we change these terms and conditions as they relate to your services, we will give you reasonable advance notice.
These Terms along with any contract/subscription documentation and a statement of work or technical proposal constitute the entire agreement between Byzz Plus Limited (“We, Us, Our, Ours, The Company“), a UK registered business registered in England under 12794958 and providing digital marketing and development services to SMEs throughout the UK, and you with respect to your purchase of services, subscriptions, and project services from us.
You acknowledge that you have not relied upon any statement, representation, warranty, assurance, or promise made by or on behalf of Us that is not set out in these Terms and Conditions and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based upon any statement herein.
We are VAT Registered in the UK under registration number GB358146090.
Please note: These Terms and Conditions are available in the English language only.
Definitions
In these terms and conditions, unless the context otherwise requires, the following expressions have the following meanings:
Contract means a contract for the purchase of a service or project as entered into during the checkout process and related to these terms and conditions;
Statement of Work means a statement of deliverables that are to be provided for a given service or project, that are shown either in the contract or technical proposal, and define the scope of the project or service to be provided in connection with the contract;
You / Your / Yours / Client / Customer means the company or entity entering into a contract for the provision of services by Byzz Plus Limited (us);
Us / Our / Ours / The Company means Byzz Plus Limited, a limited company registered in England under 12794958, whose registered address and main trading address is 49 Station Road, Polegate, East Sussex, England, United Kingdom, BN26 6EA;
Data Protection Legislationmeans all legislation in force in the UK from time to time relating to data protection and privacy including, but not limited to, the Data Protection Act 2018, EU Regulation 2016/679 General Data Protection Regulation (“GDPR”) and any other directly applicable EU regulation relating to data protection and privacy (for as long as, and to the extent that, EU law has legal effect in the UK) and any successor legislation relating to data protection and privacy;
Normal Support / Working HoursMeans standard UK business hours, from Monday through to Friday and from 0900 to 1730 (excluding national holidays);
Business Day means, any day (other than Saturday or Sunday) on which ordinary banks are open for their full range of normal business in the United Kingdom;
Client Materials means any and all content provided by you for incorporation into the project or service;
Subscription means a service provided on a regular basis, such as monthly, for an ongoing service;
Project means a particular project for which a technical proposal has been provided and accepted by you;
Minimum Term means the minimum period of time for which a subscription must be continued;
Deliverables means all of the services, work, items, and materials to be created, developed, produced, delivered, performed or provided by or on behalf of, or made available through, us in connection with the Contract.
Pricing & Availability
We may from time to time change our prices. Changes in price will not affect any service that you have already purchased and remain within a minimum term but will apply to any subsequent renewal outside of your minimum term or new services.
We will inform you of any change in price at least 28 days before the change is due to take effect. If you do not agree to such a change, you may cancel the Contract with us subject to the Cancellation Terms within these terms and conditions.
We make all reasonable efforts to ensure that all prices shown on our site are correct at the time of going online. In the unlikely event that we have shown incorrect pricing information, either on our website or via a custom signup link, we will contact you in writing to inform you of the mistake. If the correct price is lower than that shown when you made your order, we will simply charge you the lower amount and continue processing your order. If the correct price is higher, we will give you the option to purchase the Subscription at the correct price or to cancel your order (or the affected part of it). We will not proceed with processing your order in this case until you respond. If We do not receive a response from you within 14 days, we will treat your order as cancelled and notify you of this in writing.
Orders & Contracts
All prices are always shown excluding VAT unless stated otherwise.
When ordering services, you will either be provided with a custom signup link, either via email or within a technical proposal or directed to the relevant section to add the required services to your basket. In any case, before completing your purchase, you will be given the opportunity to review your order and amend it. Please ensure that you have checked your order carefully before submitting it.
If, during the order process, you provide us with incorrect or incomplete information, please contact us as soon as possible. If we are unable to process your order due to incorrect or incomplete information, we will contact you to ask to correct it. If you do not give us the accurate or complete information within a reasonable time of our request, we will cancel your order and treat the Contract as being at an end. We will not be responsible for any delay in the availability of any given service that results from you providing incorrect or incomplete information.
In the unlikely event that We do not accept or cannot fulfil your order for any reason, we will explain why in writing. No payment will be taken under normal circumstances. If we have taken payment any such sums will be refunded to you. Refunds will only be made using the same payment method that you used when purchasing your service.
Some services are provided under a minimum term agreement – Where this is the case, it will be clearly shown on any invoices, contracts and orders relating to the service. The duration of the contract is determined by the minimum term as shown on the contract. Once your minimum term has been completed, the contract will roll over to a month-by-month agreement.
Payment & Billing
Payment for subscription services must always be made in advance. Your chosen payment method will be charged when We process your order and send you an invoice and on each renewal date upon receipt of an invoice.
For project-based services, such as websites and development, you shall pay us the relevant fees as shown in the proposal or order/contract document within 7 days of our invoice for the same.
Payments due must be made in full, without any set-off, counterclaim, deduction, or withholding (except where any deduction or withholding of tax is required by law).
We accept the following methods of payment:
- Credit Card
- Debit Card
- Direct Debit Payment (Via GoCardless)
- Direct Bank Transfer
Please note that where payment for a subscription service is made via bank transfer, or non-auto-renewing payment service, a fee of £25+VAT will become due in addition to the subscription or contract amount for the processing of the payments and upon each renewal period.
If you do not make any payment due to us on time, we may suspend your access to the services provided by us. We will send you a reminder after 7 days of any amount being overdue.
For all overdue sums, you will pay interest from the due date until the outstanding amount is settled at a rate of 10% above the Bank of England base rate, and at 10% per annum for any period when that base rate is below 0%.
If you do not make payment within 7 days of our reminder, we may cancel the contract and any outstanding amounts due to us will remain due, including the full balance of any minimum term contracts.
If you elect to pay for your services via Direct Debit, you will be notified at least 3 days prior to any payment being taken from your account. If you would like to change payment dates or amend any payment details, you must contact us by telephone, email or via our support system at least 3 business days before payment is due.
For subscriptions that are billed based on a usage element of the service, such as telephony and call handling services, we utilise metered billing. We will provide an itemised bill of usage the billing period following the period in which the services were provided.
If you believe that we have charged you an incorrect amount, please contact us at billing@byzzplus.com as soon as reasonably possible to let us know.
Additional Fees
Certain services attract additional fees upon cancellation or at various points throughout the contract.
All third-party fees are payable by you, and we are not liable for any third-party actions or fees. Please see the table below for any fees related to your service(s).
| Service | Fee Description | Applies on | Amt (Ex. VAT) |
|---|---|---|---|
| Domain Services | Transfer of a Byzz Plus owned domain to client | Cancellation of associated services | £25.00 |
| Virtual Number | Telephone Number Porting Out Fee | Initiation of Porting Out Request | £10.00 |
| Virtual Number | Failed Telephone Number Porting Out Fee (because of incorrect information provided by you, or if you cancel your number with your existing provider) | Failure of Porting Out Request | £30.00 |
| Pay Monthly Website | Transfer of Pay Monthly Website to Third Party Hosting or service | Cancellation of services if transfer of pay monthly site required | £250.00 |
| Hourly Development | Hourly developer rate paid per hour including development and coding work for specialist services | Development work completed outside of the agreed statement of work or technical proposal | £75.00 |
| Hourly Copywriting | Hourly rate for copywriting services including researching, writing, proof-reading, and review | Copywriting work completed outside of the agreed statement of work or technical proposal | £45.00 |
| Hourly Design | Hourly rate for design work including creatives and promotions etc | Design work completed outside the agreed statement of work or technical proposal | £55.00 |
| Hourly Work not Elsewhere Classified | All other general hourly rates unless stated elsewhere | All other work not classified elsewhere outside of the statement of work or technical proposal | £55.00 |
Complaints & Feedback
We always welcome feedback from our clients and, whilst we always use all reasonable endeavours to ensure that your experience as a client is a positive one, we nevertheless want to hear from you if you have any cause for complaint.
If you wish to give us feedback on any aspect of your dealings with us, please contact us in one of the following ways:
- By email, addressed to the Customer Service Manager at support@byzzplus.com;
- Submitting a ticket through your dashboard or portal;
- By telephone on 0330 175 6362.
Cancellations
You may cancel your subscription services with us at any time by giving not less than 30 days’ notice, however, all payments are non-refundable, and you will continue to have access to the services for the remainder of your subscription period (up until the renewal or expiry date, as applicable), whereupon the Contract will end.
If your subscription service is restricted by a minimum term, and you choose to cancel your subscription within this period, you will be required to pay a cancellation fee equal to the remaining amounts due for the remainder of the minimum term of the contract.
The contract is non-transferable, and all payments are non-refundable. Any initial deposit paid for a project or subscription service does not constitute a credit, and as such cannot be used towards any of our other services. You are accountable for the full balance of the contract, whether you decide to complete the services or not.
Cancelling certain services may incur additional fees, and these are shown under the “Payment & Billing” > “Additional Fees” section above.
Termination
Either party may terminate these Terms and Conditions with immediate effect by written notice to the other party if:
- any sum owing to that Party by the other Party under any of the provisions of these Terms and Conditions is not paid within 15 Business Days of the due date for payment;
- the other Party commits any other material breach of any of the provisions of these Terms and Conditions and, if the breach is capable of remedy, fails to remedy it within 10 Business Days after being given written notice giving full particulars of the breach and requiring it to be remedied;
- an encumbrancer takes possession, or where the other Party is a company, a receiver is appointed, of any of the property or assets of that other Party;
- the other Party makes any voluntary arrangement with its creditors or, being a company, becomes subject to an administration order (within the meaning of the Insolvency Act 1986);
- the other Party, being an individual or firm, has a bankruptcy order made against it or, being a company, goes into liquidation (except for the purposes of bona fide amalgamation or reconstruction);
- anything analogous to any of the foregoing under the law of any jurisdiction occurs in relation to the other Party;
- that other Party ceases, or threatens to cease, to carry on business; or
- control of that other Party is acquired by any person or connected persons not having control of that other Party on the date of these Terms and Conditions. For the purposes of this Clause, “control” and “connected persons” shall have the meanings ascribed thereto by Sections 1124 and 1122 respectively of the Corporation Tax Act 2010.
The termination or expiry of these Terms and Conditions shall be without prejudice to any rights, remedies, obligations, or liabilities which have already accrued to either of the Parties under these Terms and Conditions.
On the termination or expiry of these Terms and Conditions:
- all licences granted to the Developer by the Client under these Terms and Conditions shall terminate immediately;
- the Developer shall return all Client Site Materials and any and all copies of the Project Specification in its possession to the Client without undue delay;
- any provision of these Terms and Conditions that either expressly or impliedly survives the expiry termination of these Terms and Conditions shall remain in full force and effect.
Confidentiality
Each Party undertakes that throughout the term of the Contract, the Parties may disclose certain confidential information to each other. Both Parties agree that they will not use the confidential information provided by the other, except to perform their obligations under the Agreement.
Each Party will maintain the information’s confidentiality and will not disseminate it to any third party, unless so authorised by the other Party in writing.
Liability
You agree that we cannot be held liable for any results outside of our control, including but not limited to:
- the quality of leads or sales made by your team;
- third party bidding mechanisms, such as bidding strategies & algorithms;
- the quality and effectiveness of third-party landing pages;
- the results of PPC, Social Media or SEO campaigns;
You acknowledge that we have no control over changes to search engine policies or algorithms.
You understand and accept that at any time the third-party search engines and platforms in their sole discretion may affect how your website content, pages, and domain are viewed and displayed and thereby, your website may lose rankings or be excluded from search results at the sole discretion of the search engines. You agree to not hold us liable for any such negative impact to your rankings. We assume no responsibility for the actions and algorithms of these search engines and platforms.
Provided that we upheld our obligations by providing the agreed deliverables as per the contract, statement of work or technical proposal, you agree that no refunds or discounts will be given for any negative impact on the part of any search engine. While we will provide professional advice in relation to the services on a continual basis, you certify that we have not given nor implied any guarantees regarding your website rankings in search engines, or the performance of any ads or promotions at any time.
Nothing in this Agreement excludes or seeks to exclude our liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation.
You further agree to:
- Accept full and exclusive responsibility for your business’ performance and customer satisfaction.
- Accept exclusive responsibility for understanding and ensuring compliance with any regulatory, legal, or contractual obligations related to your business, including without limitation, data held by you and your customers, information provided by you to your customers and/or other third parties, and any safeguarding and security measures that may be required. We may participate in implementing needed systems, services, and functions for compliance, but you are solely responsible for the final outcomes, actions taken, and results produced.
- Accept full liability for any losses or cost sustained or incurred by you or arising directly or indirectly because of a failure on your part to meet any of the above provisions or for defaulting on Payment.
In addition, we will not be liable by reason of any representation, implied warranty, condition or other term, or any duty at common law or under the express terms contained herein, for any loss of profit or any indirect, special, or consequential loss, damage, costs, expenses, or other claims (whether caused by our servants or agents or otherwise) in connection with the performance of our obligations under the Contract.
In the event of a breach or failure by us to execute our express obligations under this Contract, your remedies will be limited to damages, which in any event, will not exceed the fees and expenses paid by you for the Services in the preceding 6-month period.
You agree to indemnify us against all damages, costs, claims and expenses suffered by us where this is caused by you, or your agents or employees. We shall not be liable to you or any other person for any direct, indirect, or consequential damages, or for the loss of data, profit, or revenue arising out of or relating to this Contract, even if it has been advised of the possibility of such potential loss or damage.
Licences, Intellectual Property Rights & Design Credit
We’re proud of our work and reserve the right to apply the text “Designed with love by Byzz Plus” on your website or online materials. Should you wish to remove the credit, a fee of £250 applies. Removal of our name does not mean surrendering our design credit to any other party.
Without our expressed consent, you agree that “Designed with Love by Byzz Plus” will be visibly displayed on your site acknowledging design credit.
We shall retain ownership of all Intellectual Property Rights subsisting in any project until all sums are paid in full by you. Upon receipt of all sums due, we shall assign the ownership of the same to you immediately, and we shall execute all documents necessary to give effect to that assignment.
All other content included in our services or projects (including all user-facing material, and all underlying material such as code, software, and databases) and the copyright and other intellectual property rights in that content, unless specifically labelled otherwise, belongs to or has been licensed by us. All content is protected by applicable United Kingdom and international intellectual property laws and treaties.
We warrant that we have the right to use all materials supplied by us as part of the project or service and, where applicable, all necessary permissions and rights have been obtained.
You warrant that you have the right to use all materials supplied by you to us and that, where applicable, all necessary permissions and rights have been obtained. You (or the applicable licensors, as appropriate) shall retain ownership of all your supplied materials and all Intellectual Property Rights subsisting therein at all times.
Force Majeure
Neither Party shall be liable for any failure or delay in performing their obligations under the Contract where such failure or delay results from any cause that is beyond the reasonable control of that Party.
Such causes include, but are not limited to: power failure, internet service provider failure, strike, lockout, civil unrest, acts of malicious computer programs and code (including but not limited to viruses, Trojan horses, worms, malicious macros, and scripts), shortages, accidents, casualties, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action, epidemics or any other event beyond the control of the Party in question.
Data Protection
All personal data that we may use will be collected, processed, and held in accordance with the provisions of the Data Protection Legislation and your rights thereunder.
Both parties shall comply with all requirements of the Data Protection Legislation.
For complete details of our collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of your rights and how to exercise them, and personal data sharing (where applicable), please refer to Our Privacy Policy www.byzzplus.com/privacy.
Service Provision & Project Delivery
We have the experience and ability to perform the requested services and will carry out our work in a professional and timely manner.
Please note that all services provided to the client are non-transferable and non-refundable.
We shall be entitled to perform any of the obligations undertaken through suitably qualified and skilled sub-contractors. Any act or omission of such sub-contractor shall, for the purposes of these Terms and Conditions, be deemed to be an act or omission by us.
Your Obligations
As our client, you have the power to enter into this contract on behalf of your company or organisation.
You agree to provide us with everything necessary to complete the project or service including logo, text, images, link(s) to social media, hosting credentials and any other information we request as we need it, and in the format we require.
Deadlines & Timelines
We wish to avoid any delays. As such, deadlines work both ways and you as well will be bound by any dates/timelines that we set forth, and act promptly on any request for information made by us.
Project specification timelines shall not form the essence of the agreement, although every effort will be made to achieve the deadlines set.
Deliverables
We shall provide the deliverables as specified in the statement of work, technical proposal, or contract in accordance with these Terms and Conditions. Any deliverable, milestone or work item not included within the statement of work will incur additional costs.
Project Services
All project services provided will include a statement of work that is included within the technical proposal document. Any works that are requested outside of this scope will be quoted for separately and will carry an additional charge.
Where a project service includes the migration of any website or application from our development server to a production environment, this will not be completed until we have received the full payment of the project balance.
From the time the project is ready to launch, you have a maximum of 30 calendar days to provide your production hosting details and domain information. If this information is not provided within this time, we reserve the right to remove the project files and settings from our servers without notice.
We can extend this period upon written request, and this does not apply if you are using our hosting services for your project.
Functionality & Testing
All of our websites, apps and projects are tested for functionality on the current Safari, Chrome and Firefox internet browsers. We do not guarantee that your website will look exactly the same on every screen and may appear differently due to varying resolutions and aspect ratios.
Upon completion of the project, we allow a 7-calendar day transition period from the date your site goes live for review. This review period does not include any revisions you require, but errors that may have occurred during the migration of the site from our development server to the production server.
It is your responsibility to review your project during this time and report any errors to us to be corrected. Any bugs or errors that are reported after the transition period will be charged at our standard hourly rate as shown in the table of additional fees above.
Reporting & KPIs
We will provide regular reports and KPI updates in line with the deliverables of the service or project as per the contract, statement of work or technical proposal.
Third-Party Products & Services
We may from time to time make recommendations for services to our clients. These recommendations are in no way to be considered an endorsement of the provider in any way.
We are not responsible for any products or services provided by third parties whether the service forms part of your contract with us or not. The third-party terms and conditions shall apply to all third-party products and services, recommended or otherwise and all liability and responsibility for said products and services shall remain with the provider.
You are responsible for the payment methods and ad spend related to PPC campaigns directly to the provider, such as Google or Facebook, and we shall not be responsible for any third-party payment problems.
Where any provision of service is interrupted through the fault of any third-party, we shall bear no responsibility or liability.
Severance, Law, and Jurisdiction
If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be valid and enforceable.
These Terms and Conditions, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with, English law.
Any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of England and Wales.
