Terms & Conditions
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Last edited on
Apr 6, 2023
Introduction
This page (together with our Privacy Policy, Terms of Use, and Cookies Policy) provides information about Drawbridge Digital Ltd ("we" / "us") and these legal terms and conditions ("Terms and Conditions") under which we offer our products (including add-on products) and services to you.
These Terms and Conditions are applicable to any contract between us and you for the provision of our products and services. We kindly request that you carefully read these Terms and Conditions prior to ordering any products or services from us. These Terms and Conditions, as well as any contract between us, are exclusively in the English language.
These Terms and Conditions are effective from 1st April 2023.
Definitions
a) Working Day denotes any day excluding Saturdays, Sundays, or public holidays in the United Kingdom;
b) Fees and/or Charges refer to the costs associated with our products and services;
c) Agreement represents the arrangement between you and us for the provision of our products and services, which includes these Terms and Conditions;
d) Effective Date refers to the date when these Terms and Conditions become effective, as specified in the introduction section;
e) Proprietary Rights and Intellectual Property include patents, invention rights, copyrights, related rights, trademarks, trade names, domain names, rights in appearance, goodwill, rights to take legal action for passing off, design rights, database rights, rights to utilize and safeguard confidential information (such as know-how), and all other intellectual property rights that are registered or unregistered and currently exist or will exist in the future;
f) Privacy Policy refers to the document outlining our practices regarding the collection, use, and disclosure of personal information;
g) Products and Services encompass the goods and services we offer to you under these Terms and Conditions;
h) Terms of Use refers to the separate document outlining the rules and guidelines for using our website;
i) Cookies Policy describes our practices regarding the use of cookies on our website;
j) We or Us, or Drawbridge Labs, refers to Drawbridge Digital Ltd; and
k) “The Client” or “You” signifies the person, firm, or company purchasing our products and services under these Terms and Conditions.
Information About Us & Contact Details
Drawbridge Digital Ltd is a company registered in England and Wales under number 14537865, with its registered office located at 3rd Floor 86 - 90 Paul Street, London, United Kingdom, EC2A 4NE.
You can reach us by calling our customer service team at 020 3036 2453 or by emailing us at admin@drawbridgelabs.co.uk. If you need to provide us with formal notice regarding any matter in accordance with these Terms and Conditions, please refer to Section 13.
Outline
By engaging with Drawbridge Digital Ltd for website design, development, and related services, you agree to be bound by these Terms of Service. These terms outline the obligations and responsibilities of both parties during the project and beyond.
Engagement
Client Responsibilities
As our customer, you have the power and ability to enter into this agreement on behalf of your company or organization. You agree to provide us with everything that we need to complete the project, including text, images, fonts, and other information as and when we need it, in the format that we ask for.
You agree to review our work, provide feedback, and sign-off approval on time, and are bound by any deadlines that we set together. You also agree to adhere to the payment schedule relevant to purchased plans or services.
You are responsible for supplying Drawbridge Digital Ltd with all necessary content, assets, and information promptly and within a reasonable timeframe after placing your order. Please note that we do not accept website content submissions via postal mail or fax. Any delay in providing content may result in postponing your website launch.
Our Responsibilities
We have the experience, tools and ability to perform the services you need and will carry them out in a professional and timely manner. We will endeavour to meet all the deadlines set but do not guarantee completion within set timeframes, nor are we responsible for a missed launch date or a deadline if you have been late in supplying materials or have not approved our work on time at any stage. We will also maintain the confidentiality of any information that you give us.
Certain timeframes, such as a 7-day turnaround period, may be specified for one or more of our products and services. While we endeavour to complete work within specified periods, we do not make any guarantees nor are we responsible for any loss of revenue or disruptions to business that arise as a result of not having met those deadlines.
Timeframes given in a period of days do not include weekends, public holidays, or bank holidays and are exclusively working days only. The service time period starts one working day after any service or subscription is initiated before 3PM London time. Subscriptions initiated after this time will be subject to an additional working day.
Working With Us & Our Services
Our pay-monthly website plans are made up of the following Components, with the exception of our “starter” pay-monthly website plan which does include any domain registration or email services.
Domain Name Registration:
We register .co.uk or .com domain names on your behalf through third-party registrars, such as Google and GoDaddy, with other extensions available upon request and availability. You will be the legal owner of the domain name and can transfer it to another hosting solution without additional fees, provided you have no outstanding debts with us. We are not responsible for third-party charges incurred during domain transfers.
Clients will have full ownership access to their domain and are responsible for ensuring it remains live as long as they are subscribed to our plans and require their website to be live.
Domain names are free extras and do not affect our service pricing. If you do not require a domain from Drawbridge Digital, no related discounts apply. You can use your existing domain, and we will assist with setup, but we are not responsible for issues arising from using your domain.
If you change your domain name, we will register a new one, with your approval, at a cost of £25 per domain name, valid for one year from the date of registration.
Domains are included indefinitely with our Business & Business Plus plans. Occasionally, certain domains may become costly to manage, and we may need to reassess costs or facilitate a transfer to the client for self-management. If you terminate our services, we will not pay any renewal fees and we will allow the domain to expire. We cannot guarantee the continued availability of a domain if registration lapses.
Business Email:
We provide one primary business email inbox and up to five email aliases, which forward emails to the primary inbox. Email services are available only during the term of your contract with us. We are not responsible for email content and material; managing emails and disclaimers is your responsibility. Additional primary email inboxes are available upon request and will be invoiced separately.
Hosting and Maintenance:
We host your website using third-party platforms such as Framer, Webflow, and GoDaddy. You acknowledge that hosting systems may be inoperative or partially operational due to various causes beyond our control. In such cases, we will notify you and arrange for the rectification of issues and restoration of services as soon as reasonably possible. We are not liable for delays or failures resulting from circumstances beyond our reasonable control.
Website Design and Publication:
Upon receiving the website questionnaire, we will design, build, and publish your website, subject to approval. Once approved, we will publish the website and/or remove any password protections that were on in-development website builds.
Website Listing:
Your website will be listed on top search engines like Google. Once listed, we are not responsible for ongoing promotion. You acknowledge that search engine rankings are controlled by the search engines, and while we can optimize your site, we cannot guarantee the success of search engine promotion activities. Once your website is launched, Drawbridge Digital Ltd is not responsible for any ongoing promotion or SEO-related activities regarding your business and website, unless agreed otherwise.
Website Content Changes:
After publication, your website is considered complete. However, you may make one content change per month, subject to our fair use policy.
Other:
Additionally, we may offer add-on products with specific terms that apply in addition to our general terms and conditions. We will notify you of the terms relating to such add-on products, including price, payment, delivery, and cancellation.
Some add-on products may not be available to all customers, and we are not liable for damages, losses, or expenses due to the use of third-party add-on products where we act as an intermediary.
Formation of the Contract and Duration
Where you make your order online, you will receive a confirmation email that explains the next steps and what information we require from you to get started.
Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order on each page of the order process. Where you make your order by telephone, our operatives will guide you through the order process and will review your order with you before the process is concluded.
Unless explicitly stated otherwise, our pay-monthly services are delivered on a rolling monthly basis. The Contract will remain in force indefinitely, on a one-month rolling basis starting on the Sales Date ("Initial Term"). The contract will automatically renew at the end of the Initial Term for a further period of one month and shall continue to renew automatically thereafter for additional periods of one month, each such additional period commencing on the anniversary of the Sales Date.
If you do not wish to renew the Contract, you must tell us in writing that you wish to cancel in advance of the renewal date, otherwise the contract will roll over to the next term.
Design and Development
We will develop using valid HTML5 markup, CSS for styling, JavaScript & React for front-end development, and any other applicable programming languages required for the design and execution of our services. We test all our website builds on all major browsers including those made by Apple, Microsoft, Mozilla, Google, and Opera.
We will not test these websites in old or abandoned browsers, for example, Microsoft Internet Explorer 5, 5.5, or 6 for Windows or Mac, previous versions of Apple's Safari, Mozilla Firefox, or Opera unless otherwise specified.
Our websites are launched on either Framer, Webflow or Wordpress unless specified otherwise.
Bug Fixes
While we strive to provide high-quality services and minimize the occurrence of bugs and platform issues, we cannot guarantee that our services will be completely free from errors or issues.
Drawbridge Digital Ltd shall not be held liable for any loss of revenue or damages arising from bugs or platform issues. We will, however, make reasonable efforts to promptly address and resolve any major bugs or issues that are brought to our attention.
Third-Party Services and Integrations
We rely on certain third parties to fulfill our services. The services in question include but are not limited to; hosting, web design, or domains. We cannot be responsible for any downtime or issues caused by our partners, including Framer, Google, Webflow or any other third parties whose services may facilitate the functioning of our websites and services. By using our services, you acknowledge that you may be subject to the terms and conditions of these third parties and that we are not liable for their actions or inactions.
Ongoing Changes & Requests
After your website has been launched and is live, we consider it a fully operational, finished product. Nevertheless, we permit one monthly modification to the website content, in accordance with our fair use policy for website content changes, which may be updated and communicated to you periodically.
Clients are encouraged to communicate their needs clearly and in a timely manner to ensure a smooth working relationship. By maintaining open communication, we can work together to address any necessary changes or updates and ensure the ongoing success of your website.
Support and Maintenance
We do not offer or include technical support for website hosting, email, domains, or other services relating to website hosting unless otherwise specified. If you do require help with anything beyond the design and development of your site, we may provide a quote for additional services.
Your Website Content & Intellectual Property Rights
It is your responsibility to obtain permission to use any third-party intellectual property rights included in the website content you provide to us. By entering into this agreement, you confirm that you have the legal authority to share such intellectual property rights with us for the purposes of the contract. Drawbridge Digital Ltd reserves the right to request proof of permissions obtained.
Drawbridge Digital Ltd will create website content for you (including but not limited to copywriting, graphics and artwork) based on your provided brief and feedback. We strive to develop content that we believe best serves your business needs. However, please note that we are not liable for any issues arising from the use or display of the content we create. By approving the design, layout and contents of your website prior to us launching it, assume responsibility for it and confirm that it is accurate, lawful, and does not misrepresent your business or violate any laws.
You agree to indemnify Drawbridge Digital Ltd against any and all liabilities, costs, expenses, damages, and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit, loss of business or sales, loss of or damage to goodwill or our reputation, and all interest, penalties, and legal and other professional costs and expenses) resulting from or in connection with any actual or alleged infringement of any third-party intellectual property rights associated with the performance of our obligations under the contract.
Your website content, including any advertisements for products or services, must adhere to all applicable laws (including, but not limited to, relevant advertising and broadcasting regulations, consumer credit legislation, and the Trade Descriptions Act 1968), the contract including these Terms and Conditions, and any of our standards for acceptable content provided or made available to you from time to time. Drawbridge Digital Ltd reserves the right (but does not assume the obligation) to determine whether your website content complies with the aforementioned requirements. We may suspend or terminate services immediately if we determine that your website content does not comply. If you are advertising goods in the course of your trade or business, this must be clearly stated during the order process.
Drawbridge Digital Ltd may monitor your use of our products and services.
You agree to indemnify Drawbridge Digital Ltd against any and all liabilities, costs, expenses, damages, and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit, loss of business or sales, loss of or damage to goodwill or our reputation, and all interest, penalties, and legal and other professional costs and expenses) arising from or in connection with any breach by you of the website content compliance requirements stated above or any other aspect of the website content. This indemnification excludes instances where the breach arises from information or other materials provided by us.
Charges and Payment
This contract is based on a month-to-month basis:
For Website Package customers, we require you to pay the total Charges for the Website Package on a monthly basis, in advance. Failure to pay the Charges will result in the suspension of your website and all associated services.
The first monthly instalment shall be made on the original date of sale, and each subsequent monthly instalment shall be paid on the corresponding day of the following months. Failure to pay a monthly Charge will result in the suspension of your website and all services, and the outstanding balance will become due and payable immediately. Unpaid Charges may be referred to our collection agency.
At our sole discretion, we may charge interest on any outstanding amounts owed to us at a rate of 4% per annum above the base rate of a major bank determined by us, from time to time. Such interest shall accrue daily from the due date until the full payment of the outstanding amounts, whether before or after judgment.
We reserve the right to adjust the Charges at any time if our costs in providing products or services to you increase.
Charges will be in your local currency.
Payments for our products and services can be made using a credit or debit card only.
Refunds requested under any other circumstances will be granted at our sole discretion.
Legal & Licensing
Confidentiality
Both parties acknowledge that during the course of this project, each may obtain confidential information regarding the other party's business. Both parties agree to treat all such information as proprietary and confidential and to not disclose such information to any third party without the other's written consent.
Content Ownership
You guarantee us that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the website are either owned by you or that you have permission to use them.
Intellectual Property Rights
All intellectual property rights, including but not limited to copyrights, patents, trademarks, and trade secrets, in the website, code, layout, design, graphics, and any other elements created by us for the project shall remain our exclusive property. By entering into this agreement, you acknowledge and agree that we are the sole and exclusive owner of all such intellectual property rights.
We may create graphics, vectors and other imagery during the performance of our services. If requested within 14 days of an asset’s completion, we will give you a copy of any relevant files. You should store them carefully as we are not required to keep them or provide any native source files that we used in making them.
Licensing
Upon full payment of all fees and charges due under this agreement, we grant you a non-exclusive, non-transferable, and revocable license to use the website, code, layout, and other elements created by us for the project, solely for the purpose of operating your business.
You may own text content, photographs, and other data you provided unless someone else owns them. We own the HTML markup, CSS, and other code, and we license it to you for use on only this project.
We also reserve the right to display and link to your completed project(s) as part of our portfolio and to write about the project on websites, in magazine articles, and in books.
Limitation of Liability
To the maximum extent permitted by law, Drawbridge Digital Ltd shall not be liable to you or any third party for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from your use of our services, or arising out of the operation of or inability to operate any part of your website or our services, even if you have advised us of the possibilities of such damages.
Service Limitations & Fair Use
Bandwidth & Traffic
We offer various packages, with details found here, that include limitations on website bandwidth and visitor numbers per month.
“Starter” Plan:
1GB of website bandwidth per month
1,000 visitors per month
“Business” Plan:
10GB of website bandwidth per month
10,000 visitors per month
“Business Pro” Plan:
100GB of website bandwidth per month
100,000 visitors per month
Enterprise plans are available and will be invoiced separately if you exceed these thresholds. Where possible, we will aim to inform you when your thresholds are nearing. In the event that thresholds are reached and you have either decided not to pay for an enterprise option or have not responded, we cannot guarantee uninterrupted service.
Page Limits
We offer "unlimited pages" on our middle packages and above, subject to a fair use policy. The limit on "core pages" is five pages (this may include homepage, about us, contact us, products, etc.). Legal pages such as privacy, cookie policies, etc., are not included in this limit and will be provided free of charge.
Drawbridge Digital Ltd will increase the number of "core pages" if we deem it reasonable for the type of business you are running - this is done at our discretion.
In addition to the "core pages," we will also design a limited number (at our discretion - typically 1 or 2) of Content Management System (CMS) template pages that will be populated by a database. The amount of rows/pages in the database is unlimited but subject to our fair use policy.
CMS template pages are provided for your use in populating your website with content beyond the "core pages." These templates are designed to be flexible and adaptable to your needs. However, excessive modification or customization of the templates may require additional fees or support, which will be determined on a case-by-case basis and invoiced separately.
Fair Use Policy Details
Our fair use policy is designed to ensure that all clients can enjoy the benefits of our services without overloading our systems or negatively impacting the experience of other clients. The following conditions apply to the use of our services under the fair use policy:
Database/CMS rows are limited to 1,000 rows/pages per client:
If you require additional rows, please contact us to discuss options for accommodating your needs. This fair use limit can be extended in enterprise plans which will be invoiced separately upon request.
The unlimited pages feature is intended for reasonable use by a typical client and should not be used to create an excessive number of pages that may negatively impact server performance or compromise the experience of other clients. We reserve the right to limit or restrict the use of the unlimited pages feature if we believe it is being used in a manner that violates the spirit of our fair use policy.
If content Database/CMS pages are included in the project scope, we will develop the content as per
Ongoing website changes and amendments:
If significant changes are required that extend beyond the scope of what we reasonably consider to be fully operational, finished product, Drawbridge Digital Ltd reserves the right to review these requests on a case-by-case basis at our own discretion. If it is determined that the requested changes are substantial or alter the functionality or user experience of the journey in a significant way, we may propose additional fees and timelines to accommodate these changes.
If we determine change requests to be reasonable (for example, updating outdated info, amendments to website copy or changing a certain colour) we will facilitate those changes up to an amount of 30 minutes of administrative and design work per month. If the required changes fall outside of that time limit, we may invoice accordingly prior to continuing with those changes.
Client’s Obligations
Client’s Legal Policies
You are responsible for providing your own privacy policies, terms of service, and any other documents that may be required for the running of your business. Drawbridge Digital Ltd will provide basic “starter” policies that you may use if you do not have your own policies, but we recommend that you provide your own.
Please note that our starter policies are not written by legal professionals, are not intended to be all-encompassing, and we recommend consulting with a legal professional to create comprehensive and legally binding legal documents for your website.
Use of Drawbridge Digital Ltd’s starter policies are to be used at your own risk and we are not responsible for any legal repercussions, loss of revenue or disruption to your business that may arise from the use of these policies.
Any starter policies provided by Drawbridge Digital Ltd will specify that they are provided by Drawbridge Digital Ltd and indented to be replaced with legal documents written by legal professionals.
Data Protection, Privacy, and Legal Compliance
You are responsible for data privacy, data collection & protection, your own terms and conditions, and how you conduct your business. While we will offer informal guidance upon request and input on legality when it comes to data protection and GDPR, you are responsible for the acquisition of user data, form sign-ups, business practice, and the use of any services, tools, or platforms licensed to you or facilitated for you by Drawbridge Digital Ltd.
By approving website designs & builds, the client signifies that they have reviewed and approved the GDPR, data, and legal compliance of any forms and other website elements and are satisfied with the legality of them. Drawbridge Digital Ltd is not responsible for any issues or consequences arising from these elements.
Project Delays and Acceleration
Drawbridge Digital Ltd understands that sometimes delays can occur due to unforeseen circumstances. However, if a client is unresponsive or does not provide necessary materials in a timely manner, this may result in project delays and additional fees.
If a project is delayed due to the client's actions or inactions, Drawbridge Digital Ltd may, at its sole discretion, apply an acceleration clause in instances where services are broken down into multiple payments. This allows Drawbridge Digital Ltd to require immediate payment of any remaining balance on the project or adjust the payment schedule to account for the delay.
In the event that a client repeatedly causes delays or fails to meet their obligations under this agreement, Drawbridge Digital Ltd reserves the right to terminate the project and retain any payments made by the client. Clients are encouraged to communicate any potential delays or issues as soon as possible to maintain a successful working relationship.
Customer Service
You may either contact us via the contact form on https://drawbridgelabs.co.uk/contact or via email at admin@drawbridgelabs.co.uk.
We strive to address all customer support inquiries within a 48-hour window. If we are unable to provide a response within this timeframe, we will make every effort to get back to you within a maximum of 5 days.
Our goal is to resolve customer support requests effectively within 48 hours after sending our initial response, using our best efforts to ensure your satisfaction.
Termination & Transfer
Either party may terminate this agreement at any time by providing written notice to the other party. Drawbridge Digital Ltd may terminate all or part of the contract with immediate effect under the following circumstances:
a) The client commits a material breach of any of these Terms and Conditions that is either irremediable or, if remediable, fails to be remedied within fourteen (14) days after being notified in writing to do so;
b) The client repeatedly breaches any of these Terms and Conditions, indicating a lack of intention or ability to abide by them;
c) The client ceases or threatens to cease conducting all or any part of their business, or becomes unable to pay their debts as they fall due;
d) The client undergoes any insolvency-related events, such as administration, provisional liquidation, composition or arrangement with creditors, winding up, receivership, or analogous procedures in other jurisdictions;
e) The client experiences a change in control (excluding reorganization, amalgamation, or reconstruction without insolvency).
Upon termination, any outstanding fees or expenses owed by the client to Drawbridge Digital Ltd must be paid in full. In the event of termination, any work completed up to the point of termination remains the property of Drawbridge Digital Ltd unless specified otherwise.
Hosting Termination
Please note that the monthly website management fee is a requirement for websites to be live. If a client cancels, the website will cease to be live at the end of the monthly billing cycle, and Drawbridge Digital Ltd is not responsible for any disruption to revenue or business as a result of cancelling the website's hosting.
In the event of termination, the client retains ownership of any materials they have provided, such as text, images, or other content. Partial refunds for services not yet rendered will be determined on a case-by-case basis. No refunds are to be issued on work already completed.
Website Transfer
If you wish to transfer all content developed and hosted by us, including but not limited to the website, code, layout, design, graphics, and any other elements created for the project, we can facilitate the transfer for you. The fee for such transfer will be negotiated separately and will be based on factors such as the scope of the content and the time and resources required to complete the transfer. Once the transfer is completed and the agreed-upon fee is paid, you will be free to use the transferred content as you see fit, subject to any applicable intellectual property rights and restrictions.
Termination Rights & Withdrawal
Drawbridge Digital Ltd may terminate the contract with immediate effect upon written notice if the products and services are upgraded, amended, or disposed of in such a way that the company is unable to perform its obligations under the contract. In this case, Drawbridge Digital Ltd will seek to enter into a new contract regarding the updated products and services. If the contract is terminated under these circumstances, the client shall be entitled to a refund of an amount equal to the proportion of the fees paid that would have been payable but for the termination of the contract.
The client is entitled to terminate a pay-monthly contract at any time by contacting Drawbridge Digital Ltd's customer service team. If you terminate a pay-monthly service with us, your products or service will remain live until the end of your current billing cycle. Partial refunds are not given.
Drawbridge Digital Ltd may withdraw any package product or related promotional offer at any time without notice. In such cases, the company will honour any existing contracts for the withdrawn package formed before the withdrawal date.
Notice and Communication
All references to "in writing" within these terms include email communication. Notices or other correspondence related to the contract must be delivered in person, sent via email, or mailed using a prepaid first-class or next-business-day delivery service.
Receipt of a notice or other communication is deemed to occur as follows: for personal delivery, upon delivery to our registered office; for mail, at 9:00 am on the second business day following the date of mailing; and for email, one business day after transmission. To validate the delivery of a notice, it is sufficient to demonstrate that a letter was correctly addressed, stamped, and mailed, or that an email was sent to the appropriate recipient's email address.
This clause does not apply to the service of legal documents or proceedings in a legal action.
Third-Party Rights
The contract is solely between you and us, and no other parties have the right to enforce its terms, regardless of the Contracts (Rights of Third Parties) Act 1999 or any other legislation.
Transfer and Assignment
We may assign, mortgage, charge, subcontract, delegate, or otherwise deal with our rights and obligations under the contract without affecting your rights or our obligations. You may not assign or transfer the contract or any of your rights or obligations without our prior written consent. Any unauthorized assignment or transfer will be considered void.
If permitted, the assignment of the contract shall bind and benefit the parties and their respective successors and permitted assigns.
Severability
Each clause within these terms operates independently. If a court or relevant authority deems any clause unlawful or unenforceable, the remaining clauses will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to reflect the original intent. If such interpretation is not possible, the invalid or unenforceable portion will be severed from the contract, with the remainder of the contract still in full force and effect.
Non-Waiver
Our failure to enforce any provision of the contract does not constitute a waiver of such provision, either presently or in the future, nor does it limit our right to enforce the provision later. All waivers must be in writing to be effective.
Governing Law
This agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which Drawbridge Digital Ltd is located, without regard to its conflict of laws rules. Any disputes arising out of or in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of the jurisdiction in which Drawbridge Digital Ltd is located.
Changes to Terms of Service
Drawbridge Digital Ltd reserves the right to modify these Terms of Service at any time. We will notify you of any changes by posting the new Terms of Service on our website or by other means of communication. Your continued use of our services after any changes to the Terms of Service constitutes your acceptance of the new terms.
By engaging with Drawbridge Digital Ltd for website design, development, and related services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.
Introduction
This page (together with our Privacy Policy, Terms of Use, and Cookies Policy) provides information about Drawbridge Digital Ltd ("we" / "us") and these legal terms and conditions ("Terms and Conditions") under which we offer our products (including add-on products) and services to you.
These Terms and Conditions are applicable to any contract between us and you for the provision of our products and services. We kindly request that you carefully read these Terms and Conditions prior to ordering any products or services from us. These Terms and Conditions, as well as any contract between us, are exclusively in the English language.
These Terms and Conditions are effective from 1st April 2023.
Definitions
a) Working Day denotes any day excluding Saturdays, Sundays, or public holidays in the United Kingdom;
b) Fees and/or Charges refer to the costs associated with our products and services;
c) Agreement represents the arrangement between you and us for the provision of our products and services, which includes these Terms and Conditions;
d) Effective Date refers to the date when these Terms and Conditions become effective, as specified in the introduction section;
e) Proprietary Rights and Intellectual Property include patents, invention rights, copyrights, related rights, trademarks, trade names, domain names, rights in appearance, goodwill, rights to take legal action for passing off, design rights, database rights, rights to utilize and safeguard confidential information (such as know-how), and all other intellectual property rights that are registered or unregistered and currently exist or will exist in the future;
f) Privacy Policy refers to the document outlining our practices regarding the collection, use, and disclosure of personal information;
g) Products and Services encompass the goods and services we offer to you under these Terms and Conditions;
h) Terms of Use refers to the separate document outlining the rules and guidelines for using our website;
i) Cookies Policy describes our practices regarding the use of cookies on our website;
j) We or Us, or Drawbridge Labs, refers to Drawbridge Digital Ltd; and
k) “The Client” or “You” signifies the person, firm, or company purchasing our products and services under these Terms and Conditions.
Information About Us & Contact Details
Drawbridge Digital Ltd is a company registered in England and Wales under number 14537865, with its registered office located at 3rd Floor 86 - 90 Paul Street, London, United Kingdom, EC2A 4NE.
You can reach us by calling our customer service team at 020 3036 2453 or by emailing us at admin@drawbridgelabs.co.uk. If you need to provide us with formal notice regarding any matter in accordance with these Terms and Conditions, please refer to Section 13.
Outline
By engaging with Drawbridge Digital Ltd for website design, development, and related services, you agree to be bound by these Terms of Service. These terms outline the obligations and responsibilities of both parties during the project and beyond.
Engagement
Client Responsibilities
As our customer, you have the power and ability to enter into this agreement on behalf of your company or organization. You agree to provide us with everything that we need to complete the project, including text, images, fonts, and other information as and when we need it, in the format that we ask for.
You agree to review our work, provide feedback, and sign-off approval on time, and are bound by any deadlines that we set together. You also agree to adhere to the payment schedule relevant to purchased plans or services.
You are responsible for supplying Drawbridge Digital Ltd with all necessary content, assets, and information promptly and within a reasonable timeframe after placing your order. Please note that we do not accept website content submissions via postal mail or fax. Any delay in providing content may result in postponing your website launch.
Our Responsibilities
We have the experience, tools and ability to perform the services you need and will carry them out in a professional and timely manner. We will endeavour to meet all the deadlines set but do not guarantee completion within set timeframes, nor are we responsible for a missed launch date or a deadline if you have been late in supplying materials or have not approved our work on time at any stage. We will also maintain the confidentiality of any information that you give us.
Certain timeframes, such as a 7-day turnaround period, may be specified for one or more of our products and services. While we endeavour to complete work within specified periods, we do not make any guarantees nor are we responsible for any loss of revenue or disruptions to business that arise as a result of not having met those deadlines.
Timeframes given in a period of days do not include weekends, public holidays, or bank holidays and are exclusively working days only. The service time period starts one working day after any service or subscription is initiated before 3PM London time. Subscriptions initiated after this time will be subject to an additional working day.
Working With Us & Our Services
Our pay-monthly website plans are made up of the following Components, with the exception of our “starter” pay-monthly website plan which does include any domain registration or email services.
Domain Name Registration:
We register .co.uk or .com domain names on your behalf through third-party registrars, such as Google and GoDaddy, with other extensions available upon request and availability. You will be the legal owner of the domain name and can transfer it to another hosting solution without additional fees, provided you have no outstanding debts with us. We are not responsible for third-party charges incurred during domain transfers.
Clients will have full ownership access to their domain and are responsible for ensuring it remains live as long as they are subscribed to our plans and require their website to be live.
Domain names are free extras and do not affect our service pricing. If you do not require a domain from Drawbridge Digital, no related discounts apply. You can use your existing domain, and we will assist with setup, but we are not responsible for issues arising from using your domain.
If you change your domain name, we will register a new one, with your approval, at a cost of £25 per domain name, valid for one year from the date of registration.
Domains are included indefinitely with our Business & Business Plus plans. Occasionally, certain domains may become costly to manage, and we may need to reassess costs or facilitate a transfer to the client for self-management. If you terminate our services, we will not pay any renewal fees and we will allow the domain to expire. We cannot guarantee the continued availability of a domain if registration lapses.
Business Email:
We provide one primary business email inbox and up to five email aliases, which forward emails to the primary inbox. Email services are available only during the term of your contract with us. We are not responsible for email content and material; managing emails and disclaimers is your responsibility. Additional primary email inboxes are available upon request and will be invoiced separately.
Hosting and Maintenance:
We host your website using third-party platforms such as Framer, Webflow, and GoDaddy. You acknowledge that hosting systems may be inoperative or partially operational due to various causes beyond our control. In such cases, we will notify you and arrange for the rectification of issues and restoration of services as soon as reasonably possible. We are not liable for delays or failures resulting from circumstances beyond our reasonable control.
Website Design and Publication:
Upon receiving the website questionnaire, we will design, build, and publish your website, subject to approval. Once approved, we will publish the website and/or remove any password protections that were on in-development website builds.
Website Listing:
Your website will be listed on top search engines like Google. Once listed, we are not responsible for ongoing promotion. You acknowledge that search engine rankings are controlled by the search engines, and while we can optimize your site, we cannot guarantee the success of search engine promotion activities. Once your website is launched, Drawbridge Digital Ltd is not responsible for any ongoing promotion or SEO-related activities regarding your business and website, unless agreed otherwise.
Website Content Changes:
After publication, your website is considered complete. However, you may make one content change per month, subject to our fair use policy.
Other:
Additionally, we may offer add-on products with specific terms that apply in addition to our general terms and conditions. We will notify you of the terms relating to such add-on products, including price, payment, delivery, and cancellation.
Some add-on products may not be available to all customers, and we are not liable for damages, losses, or expenses due to the use of third-party add-on products where we act as an intermediary.
Formation of the Contract and Duration
Where you make your order online, you will receive a confirmation email that explains the next steps and what information we require from you to get started.
Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order on each page of the order process. Where you make your order by telephone, our operatives will guide you through the order process and will review your order with you before the process is concluded.
Unless explicitly stated otherwise, our pay-monthly services are delivered on a rolling monthly basis. The Contract will remain in force indefinitely, on a one-month rolling basis starting on the Sales Date ("Initial Term"). The contract will automatically renew at the end of the Initial Term for a further period of one month and shall continue to renew automatically thereafter for additional periods of one month, each such additional period commencing on the anniversary of the Sales Date.
If you do not wish to renew the Contract, you must tell us in writing that you wish to cancel in advance of the renewal date, otherwise the contract will roll over to the next term.
Design and Development
We will develop using valid HTML5 markup, CSS for styling, JavaScript & React for front-end development, and any other applicable programming languages required for the design and execution of our services. We test all our website builds on all major browsers including those made by Apple, Microsoft, Mozilla, Google, and Opera.
We will not test these websites in old or abandoned browsers, for example, Microsoft Internet Explorer 5, 5.5, or 6 for Windows or Mac, previous versions of Apple's Safari, Mozilla Firefox, or Opera unless otherwise specified.
Our websites are launched on either Framer, Webflow or Wordpress unless specified otherwise.
Bug Fixes
While we strive to provide high-quality services and minimize the occurrence of bugs and platform issues, we cannot guarantee that our services will be completely free from errors or issues.
Drawbridge Digital Ltd shall not be held liable for any loss of revenue or damages arising from bugs or platform issues. We will, however, make reasonable efforts to promptly address and resolve any major bugs or issues that are brought to our attention.
Third-Party Services and Integrations
We rely on certain third parties to fulfill our services. The services in question include but are not limited to; hosting, web design, or domains. We cannot be responsible for any downtime or issues caused by our partners, including Framer, Google, Webflow or any other third parties whose services may facilitate the functioning of our websites and services. By using our services, you acknowledge that you may be subject to the terms and conditions of these third parties and that we are not liable for their actions or inactions.
Ongoing Changes & Requests
After your website has been launched and is live, we consider it a fully operational, finished product. Nevertheless, we permit one monthly modification to the website content, in accordance with our fair use policy for website content changes, which may be updated and communicated to you periodically.
Clients are encouraged to communicate their needs clearly and in a timely manner to ensure a smooth working relationship. By maintaining open communication, we can work together to address any necessary changes or updates and ensure the ongoing success of your website.
Support and Maintenance
We do not offer or include technical support for website hosting, email, domains, or other services relating to website hosting unless otherwise specified. If you do require help with anything beyond the design and development of your site, we may provide a quote for additional services.
Your Website Content & Intellectual Property Rights
It is your responsibility to obtain permission to use any third-party intellectual property rights included in the website content you provide to us. By entering into this agreement, you confirm that you have the legal authority to share such intellectual property rights with us for the purposes of the contract. Drawbridge Digital Ltd reserves the right to request proof of permissions obtained.
Drawbridge Digital Ltd will create website content for you (including but not limited to copywriting, graphics and artwork) based on your provided brief and feedback. We strive to develop content that we believe best serves your business needs. However, please note that we are not liable for any issues arising from the use or display of the content we create. By approving the design, layout and contents of your website prior to us launching it, assume responsibility for it and confirm that it is accurate, lawful, and does not misrepresent your business or violate any laws.
You agree to indemnify Drawbridge Digital Ltd against any and all liabilities, costs, expenses, damages, and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit, loss of business or sales, loss of or damage to goodwill or our reputation, and all interest, penalties, and legal and other professional costs and expenses) resulting from or in connection with any actual or alleged infringement of any third-party intellectual property rights associated with the performance of our obligations under the contract.
Your website content, including any advertisements for products or services, must adhere to all applicable laws (including, but not limited to, relevant advertising and broadcasting regulations, consumer credit legislation, and the Trade Descriptions Act 1968), the contract including these Terms and Conditions, and any of our standards for acceptable content provided or made available to you from time to time. Drawbridge Digital Ltd reserves the right (but does not assume the obligation) to determine whether your website content complies with the aforementioned requirements. We may suspend or terminate services immediately if we determine that your website content does not comply. If you are advertising goods in the course of your trade or business, this must be clearly stated during the order process.
Drawbridge Digital Ltd may monitor your use of our products and services.
You agree to indemnify Drawbridge Digital Ltd against any and all liabilities, costs, expenses, damages, and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit, loss of business or sales, loss of or damage to goodwill or our reputation, and all interest, penalties, and legal and other professional costs and expenses) arising from or in connection with any breach by you of the website content compliance requirements stated above or any other aspect of the website content. This indemnification excludes instances where the breach arises from information or other materials provided by us.
Charges and Payment
This contract is based on a month-to-month basis:
For Website Package customers, we require you to pay the total Charges for the Website Package on a monthly basis, in advance. Failure to pay the Charges will result in the suspension of your website and all associated services.
The first monthly instalment shall be made on the original date of sale, and each subsequent monthly instalment shall be paid on the corresponding day of the following months. Failure to pay a monthly Charge will result in the suspension of your website and all services, and the outstanding balance will become due and payable immediately. Unpaid Charges may be referred to our collection agency.
At our sole discretion, we may charge interest on any outstanding amounts owed to us at a rate of 4% per annum above the base rate of a major bank determined by us, from time to time. Such interest shall accrue daily from the due date until the full payment of the outstanding amounts, whether before or after judgment.
We reserve the right to adjust the Charges at any time if our costs in providing products or services to you increase.
Charges will be in your local currency.
Payments for our products and services can be made using a credit or debit card only.
Refunds requested under any other circumstances will be granted at our sole discretion.
Legal & Licensing
Confidentiality
Both parties acknowledge that during the course of this project, each may obtain confidential information regarding the other party's business. Both parties agree to treat all such information as proprietary and confidential and to not disclose such information to any third party without the other's written consent.
Content Ownership
You guarantee us that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the website are either owned by you or that you have permission to use them.
Intellectual Property Rights
All intellectual property rights, including but not limited to copyrights, patents, trademarks, and trade secrets, in the website, code, layout, design, graphics, and any other elements created by us for the project shall remain our exclusive property. By entering into this agreement, you acknowledge and agree that we are the sole and exclusive owner of all such intellectual property rights.
We may create graphics, vectors and other imagery during the performance of our services. If requested within 14 days of an asset’s completion, we will give you a copy of any relevant files. You should store them carefully as we are not required to keep them or provide any native source files that we used in making them.
Licensing
Upon full payment of all fees and charges due under this agreement, we grant you a non-exclusive, non-transferable, and revocable license to use the website, code, layout, and other elements created by us for the project, solely for the purpose of operating your business.
You may own text content, photographs, and other data you provided unless someone else owns them. We own the HTML markup, CSS, and other code, and we license it to you for use on only this project.
We also reserve the right to display and link to your completed project(s) as part of our portfolio and to write about the project on websites, in magazine articles, and in books.
Limitation of Liability
To the maximum extent permitted by law, Drawbridge Digital Ltd shall not be liable to you or any third party for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from your use of our services, or arising out of the operation of or inability to operate any part of your website or our services, even if you have advised us of the possibilities of such damages.
Service Limitations & Fair Use
Bandwidth & Traffic
We offer various packages, with details found here, that include limitations on website bandwidth and visitor numbers per month.
“Starter” Plan:
1GB of website bandwidth per month
1,000 visitors per month
“Business” Plan:
10GB of website bandwidth per month
10,000 visitors per month
“Business Pro” Plan:
100GB of website bandwidth per month
100,000 visitors per month
Enterprise plans are available and will be invoiced separately if you exceed these thresholds. Where possible, we will aim to inform you when your thresholds are nearing. In the event that thresholds are reached and you have either decided not to pay for an enterprise option or have not responded, we cannot guarantee uninterrupted service.
Page Limits
We offer "unlimited pages" on our middle packages and above, subject to a fair use policy. The limit on "core pages" is five pages (this may include homepage, about us, contact us, products, etc.). Legal pages such as privacy, cookie policies, etc., are not included in this limit and will be provided free of charge.
Drawbridge Digital Ltd will increase the number of "core pages" if we deem it reasonable for the type of business you are running - this is done at our discretion.
In addition to the "core pages," we will also design a limited number (at our discretion - typically 1 or 2) of Content Management System (CMS) template pages that will be populated by a database. The amount of rows/pages in the database is unlimited but subject to our fair use policy.
CMS template pages are provided for your use in populating your website with content beyond the "core pages." These templates are designed to be flexible and adaptable to your needs. However, excessive modification or customization of the templates may require additional fees or support, which will be determined on a case-by-case basis and invoiced separately.
Fair Use Policy Details
Our fair use policy is designed to ensure that all clients can enjoy the benefits of our services without overloading our systems or negatively impacting the experience of other clients. The following conditions apply to the use of our services under the fair use policy:
Database/CMS rows are limited to 1,000 rows/pages per client:
If you require additional rows, please contact us to discuss options for accommodating your needs. This fair use limit can be extended in enterprise plans which will be invoiced separately upon request.
The unlimited pages feature is intended for reasonable use by a typical client and should not be used to create an excessive number of pages that may negatively impact server performance or compromise the experience of other clients. We reserve the right to limit or restrict the use of the unlimited pages feature if we believe it is being used in a manner that violates the spirit of our fair use policy.
If content Database/CMS pages are included in the project scope, we will develop the content as per
Ongoing website changes and amendments:
If significant changes are required that extend beyond the scope of what we reasonably consider to be fully operational, finished product, Drawbridge Digital Ltd reserves the right to review these requests on a case-by-case basis at our own discretion. If it is determined that the requested changes are substantial or alter the functionality or user experience of the journey in a significant way, we may propose additional fees and timelines to accommodate these changes.
If we determine change requests to be reasonable (for example, updating outdated info, amendments to website copy or changing a certain colour) we will facilitate those changes up to an amount of 30 minutes of administrative and design work per month. If the required changes fall outside of that time limit, we may invoice accordingly prior to continuing with those changes.
Client’s Obligations
Client’s Legal Policies
You are responsible for providing your own privacy policies, terms of service, and any other documents that may be required for the running of your business. Drawbridge Digital Ltd will provide basic “starter” policies that you may use if you do not have your own policies, but we recommend that you provide your own.
Please note that our starter policies are not written by legal professionals, are not intended to be all-encompassing, and we recommend consulting with a legal professional to create comprehensive and legally binding legal documents for your website.
Use of Drawbridge Digital Ltd’s starter policies are to be used at your own risk and we are not responsible for any legal repercussions, loss of revenue or disruption to your business that may arise from the use of these policies.
Any starter policies provided by Drawbridge Digital Ltd will specify that they are provided by Drawbridge Digital Ltd and indented to be replaced with legal documents written by legal professionals.
Data Protection, Privacy, and Legal Compliance
You are responsible for data privacy, data collection & protection, your own terms and conditions, and how you conduct your business. While we will offer informal guidance upon request and input on legality when it comes to data protection and GDPR, you are responsible for the acquisition of user data, form sign-ups, business practice, and the use of any services, tools, or platforms licensed to you or facilitated for you by Drawbridge Digital Ltd.
By approving website designs & builds, the client signifies that they have reviewed and approved the GDPR, data, and legal compliance of any forms and other website elements and are satisfied with the legality of them. Drawbridge Digital Ltd is not responsible for any issues or consequences arising from these elements.
Project Delays and Acceleration
Drawbridge Digital Ltd understands that sometimes delays can occur due to unforeseen circumstances. However, if a client is unresponsive or does not provide necessary materials in a timely manner, this may result in project delays and additional fees.
If a project is delayed due to the client's actions or inactions, Drawbridge Digital Ltd may, at its sole discretion, apply an acceleration clause in instances where services are broken down into multiple payments. This allows Drawbridge Digital Ltd to require immediate payment of any remaining balance on the project or adjust the payment schedule to account for the delay.
In the event that a client repeatedly causes delays or fails to meet their obligations under this agreement, Drawbridge Digital Ltd reserves the right to terminate the project and retain any payments made by the client. Clients are encouraged to communicate any potential delays or issues as soon as possible to maintain a successful working relationship.
Customer Service
You may either contact us via the contact form on https://drawbridgelabs.co.uk/contact or via email at admin@drawbridgelabs.co.uk.
We strive to address all customer support inquiries within a 48-hour window. If we are unable to provide a response within this timeframe, we will make every effort to get back to you within a maximum of 5 days.
Our goal is to resolve customer support requests effectively within 48 hours after sending our initial response, using our best efforts to ensure your satisfaction.
Termination & Transfer
Either party may terminate this agreement at any time by providing written notice to the other party. Drawbridge Digital Ltd may terminate all or part of the contract with immediate effect under the following circumstances:
a) The client commits a material breach of any of these Terms and Conditions that is either irremediable or, if remediable, fails to be remedied within fourteen (14) days after being notified in writing to do so;
b) The client repeatedly breaches any of these Terms and Conditions, indicating a lack of intention or ability to abide by them;
c) The client ceases or threatens to cease conducting all or any part of their business, or becomes unable to pay their debts as they fall due;
d) The client undergoes any insolvency-related events, such as administration, provisional liquidation, composition or arrangement with creditors, winding up, receivership, or analogous procedures in other jurisdictions;
e) The client experiences a change in control (excluding reorganization, amalgamation, or reconstruction without insolvency).
Upon termination, any outstanding fees or expenses owed by the client to Drawbridge Digital Ltd must be paid in full. In the event of termination, any work completed up to the point of termination remains the property of Drawbridge Digital Ltd unless specified otherwise.
Hosting Termination
Please note that the monthly website management fee is a requirement for websites to be live. If a client cancels, the website will cease to be live at the end of the monthly billing cycle, and Drawbridge Digital Ltd is not responsible for any disruption to revenue or business as a result of cancelling the website's hosting.
In the event of termination, the client retains ownership of any materials they have provided, such as text, images, or other content. Partial refunds for services not yet rendered will be determined on a case-by-case basis. No refunds are to be issued on work already completed.
Website Transfer
If you wish to transfer all content developed and hosted by us, including but not limited to the website, code, layout, design, graphics, and any other elements created for the project, we can facilitate the transfer for you. The fee for such transfer will be negotiated separately and will be based on factors such as the scope of the content and the time and resources required to complete the transfer. Once the transfer is completed and the agreed-upon fee is paid, you will be free to use the transferred content as you see fit, subject to any applicable intellectual property rights and restrictions.
Termination Rights & Withdrawal
Drawbridge Digital Ltd may terminate the contract with immediate effect upon written notice if the products and services are upgraded, amended, or disposed of in such a way that the company is unable to perform its obligations under the contract. In this case, Drawbridge Digital Ltd will seek to enter into a new contract regarding the updated products and services. If the contract is terminated under these circumstances, the client shall be entitled to a refund of an amount equal to the proportion of the fees paid that would have been payable but for the termination of the contract.
The client is entitled to terminate a pay-monthly contract at any time by contacting Drawbridge Digital Ltd's customer service team. If you terminate a pay-monthly service with us, your products or service will remain live until the end of your current billing cycle. Partial refunds are not given.
Drawbridge Digital Ltd may withdraw any package product or related promotional offer at any time without notice. In such cases, the company will honour any existing contracts for the withdrawn package formed before the withdrawal date.
Notice and Communication
All references to "in writing" within these terms include email communication. Notices or other correspondence related to the contract must be delivered in person, sent via email, or mailed using a prepaid first-class or next-business-day delivery service.
Receipt of a notice or other communication is deemed to occur as follows: for personal delivery, upon delivery to our registered office; for mail, at 9:00 am on the second business day following the date of mailing; and for email, one business day after transmission. To validate the delivery of a notice, it is sufficient to demonstrate that a letter was correctly addressed, stamped, and mailed, or that an email was sent to the appropriate recipient's email address.
This clause does not apply to the service of legal documents or proceedings in a legal action.
Third-Party Rights
The contract is solely between you and us, and no other parties have the right to enforce its terms, regardless of the Contracts (Rights of Third Parties) Act 1999 or any other legislation.
Transfer and Assignment
We may assign, mortgage, charge, subcontract, delegate, or otherwise deal with our rights and obligations under the contract without affecting your rights or our obligations. You may not assign or transfer the contract or any of your rights or obligations without our prior written consent. Any unauthorized assignment or transfer will be considered void.
If permitted, the assignment of the contract shall bind and benefit the parties and their respective successors and permitted assigns.
Severability
Each clause within these terms operates independently. If a court or relevant authority deems any clause unlawful or unenforceable, the remaining clauses will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to reflect the original intent. If such interpretation is not possible, the invalid or unenforceable portion will be severed from the contract, with the remainder of the contract still in full force and effect.
Non-Waiver
Our failure to enforce any provision of the contract does not constitute a waiver of such provision, either presently or in the future, nor does it limit our right to enforce the provision later. All waivers must be in writing to be effective.
Governing Law
This agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which Drawbridge Digital Ltd is located, without regard to its conflict of laws rules. Any disputes arising out of or in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of the jurisdiction in which Drawbridge Digital Ltd is located.
Changes to Terms of Service
Drawbridge Digital Ltd reserves the right to modify these Terms of Service at any time. We will notify you of any changes by posting the new Terms of Service on our website or by other means of communication. Your continued use of our services after any changes to the Terms of Service constitutes your acceptance of the new terms.
By engaging with Drawbridge Digital Ltd for website design, development, and related services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.
Introduction
This page (together with our Privacy Policy, Terms of Use, and Cookies Policy) provides information about Drawbridge Digital Ltd ("we" / "us") and these legal terms and conditions ("Terms and Conditions") under which we offer our products (including add-on products) and services to you.
These Terms and Conditions are applicable to any contract between us and you for the provision of our products and services. We kindly request that you carefully read these Terms and Conditions prior to ordering any products or services from us. These Terms and Conditions, as well as any contract between us, are exclusively in the English language.
These Terms and Conditions are effective from 1st April 2023.
Definitions
a) Working Day denotes any day excluding Saturdays, Sundays, or public holidays in the United Kingdom;
b) Fees and/or Charges refer to the costs associated with our products and services;
c) Agreement represents the arrangement between you and us for the provision of our products and services, which includes these Terms and Conditions;
d) Effective Date refers to the date when these Terms and Conditions become effective, as specified in the introduction section;
e) Proprietary Rights and Intellectual Property include patents, invention rights, copyrights, related rights, trademarks, trade names, domain names, rights in appearance, goodwill, rights to take legal action for passing off, design rights, database rights, rights to utilize and safeguard confidential information (such as know-how), and all other intellectual property rights that are registered or unregistered and currently exist or will exist in the future;
f) Privacy Policy refers to the document outlining our practices regarding the collection, use, and disclosure of personal information;
g) Products and Services encompass the goods and services we offer to you under these Terms and Conditions;
h) Terms of Use refers to the separate document outlining the rules and guidelines for using our website;
i) Cookies Policy describes our practices regarding the use of cookies on our website;
j) We or Us, or Drawbridge Labs, refers to Drawbridge Digital Ltd; and
k) “The Client” or “You” signifies the person, firm, or company purchasing our products and services under these Terms and Conditions.
Information About Us & Contact Details
Drawbridge Digital Ltd is a company registered in England and Wales under number 14537865, with its registered office located at 3rd Floor 86 - 90 Paul Street, London, United Kingdom, EC2A 4NE.
You can reach us by calling our customer service team at 020 3036 2453 or by emailing us at admin@drawbridgelabs.co.uk. If you need to provide us with formal notice regarding any matter in accordance with these Terms and Conditions, please refer to Section 13.
Outline
By engaging with Drawbridge Digital Ltd for website design, development, and related services, you agree to be bound by these Terms of Service. These terms outline the obligations and responsibilities of both parties during the project and beyond.
Engagement
Client Responsibilities
As our customer, you have the power and ability to enter into this agreement on behalf of your company or organization. You agree to provide us with everything that we need to complete the project, including text, images, fonts, and other information as and when we need it, in the format that we ask for.
You agree to review our work, provide feedback, and sign-off approval on time, and are bound by any deadlines that we set together. You also agree to adhere to the payment schedule relevant to purchased plans or services.
You are responsible for supplying Drawbridge Digital Ltd with all necessary content, assets, and information promptly and within a reasonable timeframe after placing your order. Please note that we do not accept website content submissions via postal mail or fax. Any delay in providing content may result in postponing your website launch.
Our Responsibilities
We have the experience, tools and ability to perform the services you need and will carry them out in a professional and timely manner. We will endeavour to meet all the deadlines set but do not guarantee completion within set timeframes, nor are we responsible for a missed launch date or a deadline if you have been late in supplying materials or have not approved our work on time at any stage. We will also maintain the confidentiality of any information that you give us.
Certain timeframes, such as a 7-day turnaround period, may be specified for one or more of our products and services. While we endeavour to complete work within specified periods, we do not make any guarantees nor are we responsible for any loss of revenue or disruptions to business that arise as a result of not having met those deadlines.
Timeframes given in a period of days do not include weekends, public holidays, or bank holidays and are exclusively working days only. The service time period starts one working day after any service or subscription is initiated before 3PM London time. Subscriptions initiated after this time will be subject to an additional working day.
Working With Us & Our Services
Our pay-monthly website plans are made up of the following Components, with the exception of our “starter” pay-monthly website plan which does include any domain registration or email services.
Domain Name Registration:
We register .co.uk or .com domain names on your behalf through third-party registrars, such as Google and GoDaddy, with other extensions available upon request and availability. You will be the legal owner of the domain name and can transfer it to another hosting solution without additional fees, provided you have no outstanding debts with us. We are not responsible for third-party charges incurred during domain transfers.
Clients will have full ownership access to their domain and are responsible for ensuring it remains live as long as they are subscribed to our plans and require their website to be live.
Domain names are free extras and do not affect our service pricing. If you do not require a domain from Drawbridge Digital, no related discounts apply. You can use your existing domain, and we will assist with setup, but we are not responsible for issues arising from using your domain.
If you change your domain name, we will register a new one, with your approval, at a cost of £25 per domain name, valid for one year from the date of registration.
Domains are included indefinitely with our Business & Business Plus plans. Occasionally, certain domains may become costly to manage, and we may need to reassess costs or facilitate a transfer to the client for self-management. If you terminate our services, we will not pay any renewal fees and we will allow the domain to expire. We cannot guarantee the continued availability of a domain if registration lapses.
Business Email:
We provide one primary business email inbox and up to five email aliases, which forward emails to the primary inbox. Email services are available only during the term of your contract with us. We are not responsible for email content and material; managing emails and disclaimers is your responsibility. Additional primary email inboxes are available upon request and will be invoiced separately.
Hosting and Maintenance:
We host your website using third-party platforms such as Framer, Webflow, and GoDaddy. You acknowledge that hosting systems may be inoperative or partially operational due to various causes beyond our control. In such cases, we will notify you and arrange for the rectification of issues and restoration of services as soon as reasonably possible. We are not liable for delays or failures resulting from circumstances beyond our reasonable control.
Website Design and Publication:
Upon receiving the website questionnaire, we will design, build, and publish your website, subject to approval. Once approved, we will publish the website and/or remove any password protections that were on in-development website builds.
Website Listing:
Your website will be listed on top search engines like Google. Once listed, we are not responsible for ongoing promotion. You acknowledge that search engine rankings are controlled by the search engines, and while we can optimize your site, we cannot guarantee the success of search engine promotion activities. Once your website is launched, Drawbridge Digital Ltd is not responsible for any ongoing promotion or SEO-related activities regarding your business and website, unless agreed otherwise.
Website Content Changes:
After publication, your website is considered complete. However, you may make one content change per month, subject to our fair use policy.
Other:
Additionally, we may offer add-on products with specific terms that apply in addition to our general terms and conditions. We will notify you of the terms relating to such add-on products, including price, payment, delivery, and cancellation.
Some add-on products may not be available to all customers, and we are not liable for damages, losses, or expenses due to the use of third-party add-on products where we act as an intermediary.
Formation of the Contract and Duration
Where you make your order online, you will receive a confirmation email that explains the next steps and what information we require from you to get started.
Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order on each page of the order process. Where you make your order by telephone, our operatives will guide you through the order process and will review your order with you before the process is concluded.
Unless explicitly stated otherwise, our pay-monthly services are delivered on a rolling monthly basis. The Contract will remain in force indefinitely, on a one-month rolling basis starting on the Sales Date ("Initial Term"). The contract will automatically renew at the end of the Initial Term for a further period of one month and shall continue to renew automatically thereafter for additional periods of one month, each such additional period commencing on the anniversary of the Sales Date.
If you do not wish to renew the Contract, you must tell us in writing that you wish to cancel in advance of the renewal date, otherwise the contract will roll over to the next term.
Design and Development
We will develop using valid HTML5 markup, CSS for styling, JavaScript & React for front-end development, and any other applicable programming languages required for the design and execution of our services. We test all our website builds on all major browsers including those made by Apple, Microsoft, Mozilla, Google, and Opera.
We will not test these websites in old or abandoned browsers, for example, Microsoft Internet Explorer 5, 5.5, or 6 for Windows or Mac, previous versions of Apple's Safari, Mozilla Firefox, or Opera unless otherwise specified.
Our websites are launched on either Framer, Webflow or Wordpress unless specified otherwise.
Bug Fixes
While we strive to provide high-quality services and minimize the occurrence of bugs and platform issues, we cannot guarantee that our services will be completely free from errors or issues.
Drawbridge Digital Ltd shall not be held liable for any loss of revenue or damages arising from bugs or platform issues. We will, however, make reasonable efforts to promptly address and resolve any major bugs or issues that are brought to our attention.
Third-Party Services and Integrations
We rely on certain third parties to fulfill our services. The services in question include but are not limited to; hosting, web design, or domains. We cannot be responsible for any downtime or issues caused by our partners, including Framer, Google, Webflow or any other third parties whose services may facilitate the functioning of our websites and services. By using our services, you acknowledge that you may be subject to the terms and conditions of these third parties and that we are not liable for their actions or inactions.
Ongoing Changes & Requests
After your website has been launched and is live, we consider it a fully operational, finished product. Nevertheless, we permit one monthly modification to the website content, in accordance with our fair use policy for website content changes, which may be updated and communicated to you periodically.
Clients are encouraged to communicate their needs clearly and in a timely manner to ensure a smooth working relationship. By maintaining open communication, we can work together to address any necessary changes or updates and ensure the ongoing success of your website.
Support and Maintenance
We do not offer or include technical support for website hosting, email, domains, or other services relating to website hosting unless otherwise specified. If you do require help with anything beyond the design and development of your site, we may provide a quote for additional services.
Your Website Content & Intellectual Property Rights
It is your responsibility to obtain permission to use any third-party intellectual property rights included in the website content you provide to us. By entering into this agreement, you confirm that you have the legal authority to share such intellectual property rights with us for the purposes of the contract. Drawbridge Digital Ltd reserves the right to request proof of permissions obtained.
Drawbridge Digital Ltd will create website content for you (including but not limited to copywriting, graphics and artwork) based on your provided brief and feedback. We strive to develop content that we believe best serves your business needs. However, please note that we are not liable for any issues arising from the use or display of the content we create. By approving the design, layout and contents of your website prior to us launching it, assume responsibility for it and confirm that it is accurate, lawful, and does not misrepresent your business or violate any laws.
You agree to indemnify Drawbridge Digital Ltd against any and all liabilities, costs, expenses, damages, and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit, loss of business or sales, loss of or damage to goodwill or our reputation, and all interest, penalties, and legal and other professional costs and expenses) resulting from or in connection with any actual or alleged infringement of any third-party intellectual property rights associated with the performance of our obligations under the contract.
Your website content, including any advertisements for products or services, must adhere to all applicable laws (including, but not limited to, relevant advertising and broadcasting regulations, consumer credit legislation, and the Trade Descriptions Act 1968), the contract including these Terms and Conditions, and any of our standards for acceptable content provided or made available to you from time to time. Drawbridge Digital Ltd reserves the right (but does not assume the obligation) to determine whether your website content complies with the aforementioned requirements. We may suspend or terminate services immediately if we determine that your website content does not comply. If you are advertising goods in the course of your trade or business, this must be clearly stated during the order process.
Drawbridge Digital Ltd may monitor your use of our products and services.
You agree to indemnify Drawbridge Digital Ltd against any and all liabilities, costs, expenses, damages, and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit, loss of business or sales, loss of or damage to goodwill or our reputation, and all interest, penalties, and legal and other professional costs and expenses) arising from or in connection with any breach by you of the website content compliance requirements stated above or any other aspect of the website content. This indemnification excludes instances where the breach arises from information or other materials provided by us.
Charges and Payment
This contract is based on a month-to-month basis:
For Website Package customers, we require you to pay the total Charges for the Website Package on a monthly basis, in advance. Failure to pay the Charges will result in the suspension of your website and all associated services.
The first monthly instalment shall be made on the original date of sale, and each subsequent monthly instalment shall be paid on the corresponding day of the following months. Failure to pay a monthly Charge will result in the suspension of your website and all services, and the outstanding balance will become due and payable immediately. Unpaid Charges may be referred to our collection agency.
At our sole discretion, we may charge interest on any outstanding amounts owed to us at a rate of 4% per annum above the base rate of a major bank determined by us, from time to time. Such interest shall accrue daily from the due date until the full payment of the outstanding amounts, whether before or after judgment.
We reserve the right to adjust the Charges at any time if our costs in providing products or services to you increase.
Charges will be in your local currency.
Payments for our products and services can be made using a credit or debit card only.
Refunds requested under any other circumstances will be granted at our sole discretion.
Legal & Licensing
Confidentiality
Both parties acknowledge that during the course of this project, each may obtain confidential information regarding the other party's business. Both parties agree to treat all such information as proprietary and confidential and to not disclose such information to any third party without the other's written consent.
Content Ownership
You guarantee us that any elements of text, graphics, photos, designs, trademarks, or other artwork that you provide us for inclusion in the website are either owned by you or that you have permission to use them.
Intellectual Property Rights
All intellectual property rights, including but not limited to copyrights, patents, trademarks, and trade secrets, in the website, code, layout, design, graphics, and any other elements created by us for the project shall remain our exclusive property. By entering into this agreement, you acknowledge and agree that we are the sole and exclusive owner of all such intellectual property rights.
We may create graphics, vectors and other imagery during the performance of our services. If requested within 14 days of an asset’s completion, we will give you a copy of any relevant files. You should store them carefully as we are not required to keep them or provide any native source files that we used in making them.
Licensing
Upon full payment of all fees and charges due under this agreement, we grant you a non-exclusive, non-transferable, and revocable license to use the website, code, layout, and other elements created by us for the project, solely for the purpose of operating your business.
You may own text content, photographs, and other data you provided unless someone else owns them. We own the HTML markup, CSS, and other code, and we license it to you for use on only this project.
We also reserve the right to display and link to your completed project(s) as part of our portfolio and to write about the project on websites, in magazine articles, and in books.
Limitation of Liability
To the maximum extent permitted by law, Drawbridge Digital Ltd shall not be liable to you or any third party for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from your use of our services, or arising out of the operation of or inability to operate any part of your website or our services, even if you have advised us of the possibilities of such damages.
Service Limitations & Fair Use
Bandwidth & Traffic
We offer various packages, with details found here, that include limitations on website bandwidth and visitor numbers per month.
“Starter” Plan:
1GB of website bandwidth per month
1,000 visitors per month
“Business” Plan:
10GB of website bandwidth per month
10,000 visitors per month
“Business Pro” Plan:
100GB of website bandwidth per month
100,000 visitors per month
Enterprise plans are available and will be invoiced separately if you exceed these thresholds. Where possible, we will aim to inform you when your thresholds are nearing. In the event that thresholds are reached and you have either decided not to pay for an enterprise option or have not responded, we cannot guarantee uninterrupted service.
Page Limits
We offer "unlimited pages" on our middle packages and above, subject to a fair use policy. The limit on "core pages" is five pages (this may include homepage, about us, contact us, products, etc.). Legal pages such as privacy, cookie policies, etc., are not included in this limit and will be provided free of charge.
Drawbridge Digital Ltd will increase the number of "core pages" if we deem it reasonable for the type of business you are running - this is done at our discretion.
In addition to the "core pages," we will also design a limited number (at our discretion - typically 1 or 2) of Content Management System (CMS) template pages that will be populated by a database. The amount of rows/pages in the database is unlimited but subject to our fair use policy.
CMS template pages are provided for your use in populating your website with content beyond the "core pages." These templates are designed to be flexible and adaptable to your needs. However, excessive modification or customization of the templates may require additional fees or support, which will be determined on a case-by-case basis and invoiced separately.
Fair Use Policy Details
Our fair use policy is designed to ensure that all clients can enjoy the benefits of our services without overloading our systems or negatively impacting the experience of other clients. The following conditions apply to the use of our services under the fair use policy:
Database/CMS rows are limited to 1,000 rows/pages per client:
If you require additional rows, please contact us to discuss options for accommodating your needs. This fair use limit can be extended in enterprise plans which will be invoiced separately upon request.
The unlimited pages feature is intended for reasonable use by a typical client and should not be used to create an excessive number of pages that may negatively impact server performance or compromise the experience of other clients. We reserve the right to limit or restrict the use of the unlimited pages feature if we believe it is being used in a manner that violates the spirit of our fair use policy.
If content Database/CMS pages are included in the project scope, we will develop the content as per
Ongoing website changes and amendments:
If significant changes are required that extend beyond the scope of what we reasonably consider to be fully operational, finished product, Drawbridge Digital Ltd reserves the right to review these requests on a case-by-case basis at our own discretion. If it is determined that the requested changes are substantial or alter the functionality or user experience of the journey in a significant way, we may propose additional fees and timelines to accommodate these changes.
If we determine change requests to be reasonable (for example, updating outdated info, amendments to website copy or changing a certain colour) we will facilitate those changes up to an amount of 30 minutes of administrative and design work per month. If the required changes fall outside of that time limit, we may invoice accordingly prior to continuing with those changes.
Client’s Obligations
Client’s Legal Policies
You are responsible for providing your own privacy policies, terms of service, and any other documents that may be required for the running of your business. Drawbridge Digital Ltd will provide basic “starter” policies that you may use if you do not have your own policies, but we recommend that you provide your own.
Please note that our starter policies are not written by legal professionals, are not intended to be all-encompassing, and we recommend consulting with a legal professional to create comprehensive and legally binding legal documents for your website.
Use of Drawbridge Digital Ltd’s starter policies are to be used at your own risk and we are not responsible for any legal repercussions, loss of revenue or disruption to your business that may arise from the use of these policies.
Any starter policies provided by Drawbridge Digital Ltd will specify that they are provided by Drawbridge Digital Ltd and indented to be replaced with legal documents written by legal professionals.
Data Protection, Privacy, and Legal Compliance
You are responsible for data privacy, data collection & protection, your own terms and conditions, and how you conduct your business. While we will offer informal guidance upon request and input on legality when it comes to data protection and GDPR, you are responsible for the acquisition of user data, form sign-ups, business practice, and the use of any services, tools, or platforms licensed to you or facilitated for you by Drawbridge Digital Ltd.
By approving website designs & builds, the client signifies that they have reviewed and approved the GDPR, data, and legal compliance of any forms and other website elements and are satisfied with the legality of them. Drawbridge Digital Ltd is not responsible for any issues or consequences arising from these elements.
Project Delays and Acceleration
Drawbridge Digital Ltd understands that sometimes delays can occur due to unforeseen circumstances. However, if a client is unresponsive or does not provide necessary materials in a timely manner, this may result in project delays and additional fees.
If a project is delayed due to the client's actions or inactions, Drawbridge Digital Ltd may, at its sole discretion, apply an acceleration clause in instances where services are broken down into multiple payments. This allows Drawbridge Digital Ltd to require immediate payment of any remaining balance on the project or adjust the payment schedule to account for the delay.
In the event that a client repeatedly causes delays or fails to meet their obligations under this agreement, Drawbridge Digital Ltd reserves the right to terminate the project and retain any payments made by the client. Clients are encouraged to communicate any potential delays or issues as soon as possible to maintain a successful working relationship.
Customer Service
You may either contact us via the contact form on https://drawbridgelabs.co.uk/contact or via email at admin@drawbridgelabs.co.uk.
We strive to address all customer support inquiries within a 48-hour window. If we are unable to provide a response within this timeframe, we will make every effort to get back to you within a maximum of 5 days.
Our goal is to resolve customer support requests effectively within 48 hours after sending our initial response, using our best efforts to ensure your satisfaction.
Termination & Transfer
Either party may terminate this agreement at any time by providing written notice to the other party. Drawbridge Digital Ltd may terminate all or part of the contract with immediate effect under the following circumstances:
a) The client commits a material breach of any of these Terms and Conditions that is either irremediable or, if remediable, fails to be remedied within fourteen (14) days after being notified in writing to do so;
b) The client repeatedly breaches any of these Terms and Conditions, indicating a lack of intention or ability to abide by them;
c) The client ceases or threatens to cease conducting all or any part of their business, or becomes unable to pay their debts as they fall due;
d) The client undergoes any insolvency-related events, such as administration, provisional liquidation, composition or arrangement with creditors, winding up, receivership, or analogous procedures in other jurisdictions;
e) The client experiences a change in control (excluding reorganization, amalgamation, or reconstruction without insolvency).
Upon termination, any outstanding fees or expenses owed by the client to Drawbridge Digital Ltd must be paid in full. In the event of termination, any work completed up to the point of termination remains the property of Drawbridge Digital Ltd unless specified otherwise.
Hosting Termination
Please note that the monthly website management fee is a requirement for websites to be live. If a client cancels, the website will cease to be live at the end of the monthly billing cycle, and Drawbridge Digital Ltd is not responsible for any disruption to revenue or business as a result of cancelling the website's hosting.
In the event of termination, the client retains ownership of any materials they have provided, such as text, images, or other content. Partial refunds for services not yet rendered will be determined on a case-by-case basis. No refunds are to be issued on work already completed.
Website Transfer
If you wish to transfer all content developed and hosted by us, including but not limited to the website, code, layout, design, graphics, and any other elements created for the project, we can facilitate the transfer for you. The fee for such transfer will be negotiated separately and will be based on factors such as the scope of the content and the time and resources required to complete the transfer. Once the transfer is completed and the agreed-upon fee is paid, you will be free to use the transferred content as you see fit, subject to any applicable intellectual property rights and restrictions.
Termination Rights & Withdrawal
Drawbridge Digital Ltd may terminate the contract with immediate effect upon written notice if the products and services are upgraded, amended, or disposed of in such a way that the company is unable to perform its obligations under the contract. In this case, Drawbridge Digital Ltd will seek to enter into a new contract regarding the updated products and services. If the contract is terminated under these circumstances, the client shall be entitled to a refund of an amount equal to the proportion of the fees paid that would have been payable but for the termination of the contract.
The client is entitled to terminate a pay-monthly contract at any time by contacting Drawbridge Digital Ltd's customer service team. If you terminate a pay-monthly service with us, your products or service will remain live until the end of your current billing cycle. Partial refunds are not given.
Drawbridge Digital Ltd may withdraw any package product or related promotional offer at any time without notice. In such cases, the company will honour any existing contracts for the withdrawn package formed before the withdrawal date.
Notice and Communication
All references to "in writing" within these terms include email communication. Notices or other correspondence related to the contract must be delivered in person, sent via email, or mailed using a prepaid first-class or next-business-day delivery service.
Receipt of a notice or other communication is deemed to occur as follows: for personal delivery, upon delivery to our registered office; for mail, at 9:00 am on the second business day following the date of mailing; and for email, one business day after transmission. To validate the delivery of a notice, it is sufficient to demonstrate that a letter was correctly addressed, stamped, and mailed, or that an email was sent to the appropriate recipient's email address.
This clause does not apply to the service of legal documents or proceedings in a legal action.
Third-Party Rights
The contract is solely between you and us, and no other parties have the right to enforce its terms, regardless of the Contracts (Rights of Third Parties) Act 1999 or any other legislation.
Transfer and Assignment
We may assign, mortgage, charge, subcontract, delegate, or otherwise deal with our rights and obligations under the contract without affecting your rights or our obligations. You may not assign or transfer the contract or any of your rights or obligations without our prior written consent. Any unauthorized assignment or transfer will be considered void.
If permitted, the assignment of the contract shall bind and benefit the parties and their respective successors and permitted assigns.
Severability
Each clause within these terms operates independently. If a court or relevant authority deems any clause unlawful or unenforceable, the remaining clauses will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to reflect the original intent. If such interpretation is not possible, the invalid or unenforceable portion will be severed from the contract, with the remainder of the contract still in full force and effect.
Non-Waiver
Our failure to enforce any provision of the contract does not constitute a waiver of such provision, either presently or in the future, nor does it limit our right to enforce the provision later. All waivers must be in writing to be effective.
Governing Law
This agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which Drawbridge Digital Ltd is located, without regard to its conflict of laws rules. Any disputes arising out of or in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of the jurisdiction in which Drawbridge Digital Ltd is located.
Changes to Terms of Service
Drawbridge Digital Ltd reserves the right to modify these Terms of Service at any time. We will notify you of any changes by posting the new Terms of Service on our website or by other means of communication. Your continued use of our services after any changes to the Terms of Service constitutes your acceptance of the new terms.
By engaging with Drawbridge Digital Ltd for website design, development, and related services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.