The following terms of business apply to all website services, marketing services and creative services provided by Clear Vertical Limited to the Client. Please read these terms of business carefully.

These terms of business have last been updated on 02/01/2020.

1. Client Acceptance

It is not necessary for any Client to have signed an acceptance of these terms of business for them to apply. If a Client accepts a quotation in writing, then the Client will be deemed to have satisfied themselves as to the terms applying. Any purchase or use of our services implies that you have read and accepted our terms of business. These terms apply to all of the work we do together, now and in the future.

Specific service terms maybe found within a service proposal and these are an extension to our standard ‘terms of business’. Clear Vertical Limited agrees to use our best efforts to fulfill the agreed services. The Client agrees to help us by making available information regarding the company, help with any content issues and have open communications with us on a regular basis. Both parties agree to raise any performance concerns in writing promptly and agree to a period of 45 days to resolve any issues we face.

2. Time Recording and Rates

Clear Vertical Limited record all billable time. The client will be informed of the time spent on a regular basis however, the client can request a record of any or all of the time recorded for their projects by emailing accounts@clearvertical.co.uk

Charges for services to be provided by Clear Vertical Limited are defined in the project quotation known as a proposal document that the Client receives via email. Quotations are valid for a period of 30 days. Clear Vertical Limited reserves the right to alter or decline to provide a quotation after expiry of the 30 days. Our standard hourly rate is based on £90+VAT per hour unless otherwise agreed and documented.

3. Fixed Price Projects and Client Review

The pricing for any fixed price project work is calculated within the Client Acceptance document as well as an accompanying project proposal. Should the project fall under the budgeted time, the hours paid for but unused will be carried into the support and maintenance contract that follows the completion of any given project. Any hours that are over the ‘assigned hours’ document are billable and will be invoiced in the final invoice at the rate which applies to each or all of the services applicable.

Clear Vertical Limited will provide the Client with an opportunity to review the appearance and content of the website or literature piece during the design phase. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Clear Vertical Limited otherwise within ten (10) days of the date the materials are made available to the Client.

Project discussions including meetings, project management and strategy communications are billable and will be recorded against the relevant project task.

4. Failure to Provide Required Information

Clear Vertical Limited is a small business and to remain efficient, we must ensure that work we have agreed is carried out at the scheduled time. On occasions, we may have to reject offers for other work and enquiries to ensure that your work is completed at the time specified. Clear Vertical Limited will ask that the Client provides all the required information in advance. If not, the agreed time frame that we will have indicated in the proposal could be missed and any project or service delayed.

In the event of any unreasonable hold ups, Clear Vertical Limited may have to make adjustments to the proposal or cancel the service. Should we not be able to reach you for a period of 14 days without prior notice, the service will be automatically halted. Should the service be halted for more than 60 days it will be subject to cancellation charges. The client agrees to pay in full for all work undertaken up to the point of halting. Clear Vertical Limited reserve the right to charge for all third-party costs and expenses we agreed to on your behalf and that relate to non-cancellable commitments.

5. Performance

Clear Vertical Limited cannot be held responsible for the Clients website or marketing campaigns effectiveness in generating leads as every industry performs differently based on competition levels. Each service Clear Vertical Limited provides is tailored to fit the Clients business and industry sector, where we deliver the service with care, skill and transparency. We cannot guarantee our work will be completely error-free but will ensure we work together to give the best possible final outcome.

6. Intellectual Property

All material, both text and images, supplied by the Client and used in the construction of the client’s website or marketing, will remain the Clients property. All such material will be assumed to be the property of the Client and free to use without fear of breach of copyright laws. The Client is expected to proof all content creation and curation for any copyright issues.

Content and design files created by Clear Vertical Limited will be the copyright of the Client.

7. Payment

On receipt of the payment of the initial invoice the service will commence. Payments should be made as per the payment schedule found in the Client proposal. All invoices are payable within 30 days of receipt or as documented within any proposal. In the event that payment is not made within the payment terms specified, we reserve the right to halt work until payment is received. In the event that we incur legal fees and costs in the effort to collect our invoice, you also agree to reimburse us for these expenses.

8. Additional Expenses & Licensing

Client agrees to reimburse Clear Vertical Limited for any additional expenses necessary for the completion of the work proposed. Examples would be purchase of special fonts, stock photography, stock videos, payment modules, website modules etc. These will be agreed prior to being purchased.

During the course of working with Clear Vertical Limited, we may purchase third party software, plug-ins and themes which carry licensing agreements. These licenses will be the responsibility of the client including renewing them on a monthly or annually basis. Licenses are purchased on behalf of the Client and relate to an individual website and/or company.

9. Default Payments

Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Clear Vertical Limited’s web space, Clear Vertical Limited will, at its discretion, remove all such material from its web space. Clear Vertical Limited is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Clients with accounts in default agree to pay Clear Vertical Limited reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Clear Vertical Limited in enforcing these Terms and Conditions.

10. Termination / Indemnity

On retained service work such as marketing, support and website hosting, it is a requirement that the Client gives Clear Vertical Limited 30-days written notice of their intentions to cancel a specific service. All accounts must be up-to-date before any website or content is given or transferred to the Client. All content and copyright will be passed over to the Client at this point for re-use.

All Clear Vertical Limited services may be used for lawful purposes only. You agree to indemnify and hold Clear Vertical Limited harmless from any claims resulting from your use of our service that damages you or any other party.

11. Copyright

The Client retains the copyright to data, files and graphic logos provided by the Client, and grants Clear Vertical Limited the rights to publish and use such material. Clear Vertical Limited’s business relies on being able to share our client success stories and the Client consents to us using your material on our website, social channels and for general PR proposes.

The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting Clear Vertical Limited permission and rights for the use of content to be distributed and agrees to indemnify Clear Vertical Limited from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. Agreeing services with Clear Vertical Limited shall be regarded as a guarantee by the Client to Clear Vertical Limited that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

Clear Vertical Limited is not responsible for any of the materials, images or information contained within the Client’s website or when distributing content across digital channels such as social media websites. Clear Vertical Limited is not responsible for the content or for the Client’s transactions with them.

12. General / Governing Law

These Terms of Business supersede all previous representations, understandings or agreements. The Client’s signature or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment is an acceptance of our terms and conditions. This Agreement shall be governed by English Law.

13. Liability

Clear Vertical Limited hereby excludes itself, its Employees and or Agents from all and any liability from:

Loss or damage caused by any inaccuracy;
Loss or damage caused by omission;
Loss or damage caused by delay or error;
Loss or damage to clients’ artwork/photos, supplied for the site.

The entire liability of Clear Vertical Limited to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen. 

14. Severability

In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid.

15. Solicitation

Both parties agree not to solicit or entice each other’s employees, both during and for 3 years after termination of this agreement.

16. Data Protection and Communication

The security of your Personal Information is important to us but remember that no method of transmission over the Internet, or method of electronic storage, is 100% secure. Clear Vertical Limited ensure that there are appropriate technical controls in place to protect your personal details. For example, we use encryption technology on our websites and carry out regular security reviews on our network.

Clear Vertical has opted for third party cloud-based solutions, all with restricted access to client data by our employees. Our emails and website are also encrypted for extra safety. Please see our privacy policy, located on our website, for more information.

By agreeing to these terms, you allow Clear Vertical Limited and our business partners (Distinctive Innovation Ltd and Made in Blue Ltd.) to share your information and store this within our systems. From time-to-time, you may receive service and marketing information from us that is relevant to you and your business.

17. Business Insurances

Clear Vertical Limited have insurances for website services. These insurances are underwritten by Simply Business. Clear Vertical Limited have public liability up to £1,000,000 and professional indemnity up to £1,000,000 for any one claim.

18. Contact Us

Please do not hesitate to contact us regarding any matter relating to these terms on info@clearvertical.co.uk.