Terms Of Business

The E-Commerce Workroom believe in transparent working terms to protect both parties and help everyone work together effectively.

 

 

Below is our registered company information, development terms and conditions and our payments terms.

Company Details

The E-Commerce Workroom is a trading name, and the official company is registered as C99 Software Limited, registered company  number 08826972. The E-Commerce Workroom trade from Suite G4, Old Brewery Business Centre, 75 Stour Street, Canterbury, CT12NR.

Postal address is –
Suite G4, Old Brewery Business Centre, 75 Stour Street, Canterbury, CT12NR

Company Insurance

The E-Commerce Workroom have Public and Product Liability Insurance (up to £1 million), Employers Liability Insurance and Professional Indemnity Insurance (up to £250,000). All valid until 11th Jan 2018, contact for full certificates.

Development Terms And Conditions

The E-Commerce Workroom shall:
– provide the customer with the services detailed in the proposal.
– install and test the website;
– provide documentation; and carry out any additional services as agreed by the Parties.
– The E-Commerce Workroom shall supply to the Customer the website and source code when requested by the Customer after full payment has been made. Where the customer requires The E-Commerce Workroom to provide training, hosting, support and/or maintenance, both Parties shall enter into a separate support and maintenance agreement, the terms of which shall be agreed between the Parties.
– ensure that all of its personnel engaged in the Project have the necessary skills, expertise and diligence to undertake the work and will conform to the professional standards generally observed in the software development industry for similar services.
– Ensure it’s staff comply with the provisions in any agreement relating to Confidential Information and Non-Solicitation.

Customer’s Obligations
The Customer shall:
– ensure that its employees and other independent contractors co-operate reasonably with The E-Commerce Workroom and its employees in carrying out the Project;
– provide The E-Commerce Workroom with such information and documents as it may reasonably request for the proper performance of its obligations under this agreement; and ensure that any and all representatives appointed by it, are available as reasonably required by the Developer.
– Provide pictures unless otherwise stated in the project specification.

Change Requests
Either party can request a change to the original specification. A Change Request should be sent to the other Party detailing the change requirement. If sent by The E-Commerce Workroom, the Change Request shall state the reason, and any effect the Implementation Plan and the Price and is up to the customer to accept. If sent by the Customer, the receipt of the Change Request must be to Re-Think in writing and then we shall endeavour to supply the necessary reply within 5 Business Days.

Where a change to the Price is required, the rates used as the basis for the additional cost for the Change Request shall be the Rates detailed in the proposal. The Parties will then decide whether or not to implement the change. If the change is implemented, the amended New Software, Implementation Plan or Price shall then become the New Software, Implementation Plan and Price for the purpose of this Agreement.
The Developer shall not implement any changes unless instructed to do so by the Customer.

Acceptance Tests
The E-Commerce Workroom will indicate when a period of acceptance testing will begin. The E-Commerce Workroom shall use all reasonable endeavours to ensure that the website is ready for acceptance testing by the planned date. The Customer accepts the software immediately after the New Software has passed the Acceptance Tests.

If the software fails to pass the Acceptance Tests, reasons should be put in writing by the customer, and repeat tests shall be carried out until the software passes the Acceptance Tests. If at any time the Customer shall commence live running of the whole or any part of the New Software (other than in the Acceptance Tests) then the Customer shall be deemed to have accepted the work. If the customer gives no response within 30 days after the acceptance testing period, they will be deemed to have accepted the software.

 

Proprietary Rights
All Intellectual Property Rights in such distinctive customer features (including the source and object code) shall be and remain vested in the Customer. The Intellectual Property Rights in the software (including the source and object code) and the documentation shall also be retained by The E-Commerce Workroom, apart from any elements which do not form part of the generic functionality of the website and which implement visual features or layouts created for the Customer.

All intellectual property and source code remain the property of E-Commerce Workroom until the final stage payment has been made, and then the aforementioned ownership rights come into effect.

The E-Commerce Workroom will indemnify the Customer on demand against all costs, claims, demands, expenses and liabilities of whatsoever nature arising out of or in connection with any claim that the use or possession of the New Software infringes the Intellectual Property Rights of any third party subject to the following conditions:
– The Customer shall promptly notify C99 Software Ltd in writing of any allegations of infringement of which it is aware;
– If the Customer’s use or possession of the software or any part of the software in accordance with this Agreement, is held by a court to constitute an infringement of a third party’s Intellectual Property Rights, then The E-Commerce Workroom shall promptly and at its own expense, procure for the Customer the right to continue using and possessing the website/software or the infringing part; or modify or replace without detracting from the overall performance, so as to avoid the infringement.

Data Protection
Both parties undertake to comply with the provisions of the Data Protection Act 1998 and any related legislation insofar as the same relates to the provisions and obligations of this Agreement.

Confidentiality
Each Party undertakes that it shall keep confidential all information indicated as being as such. The E-Commerce Workroom will not use any Confidential Information for any purpose other than as contemplated by and subject to the terms of this Agreement; not make any copies of, record in any way or part with possession of any Confidential Information; and ensure that none of its directors, officers, employees, agents, sub-contractors or advisers does any act which, if done by that Party.

Payment Terms

The E-Commerce Workroom work on project stages, and 50% of each stage is due before commencing, and 50% on due on completion of that stage. Only when one stage is agreed to have finished and payment has been made, will the next stage commence. The final stage finishes after final payment unless otherwise specified in writing by the director, before the website is put “live” or files are released, and the website and application remains the property of C99 Software until this point.

Payment of sums due by the Customer to the The E-Commerce Workroom shall be made within 7 days of the receipt of an invoice from the Developer. Cheques shall incur a £5 processing charge added to the next invoice (as our bank charges us).

In consideration of any additional services, the Customer shall pay the amounts invoiced based on the Rates set out in the proposal on terms.

 

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