The following terms and conditions are agreed between the Parties for the development of a website (the “Website”) in accordance with the specification agreed in writing between the Parties (the “Project Specification”). Once this document (the “Agreement”) is signed, the Website shall be developed by ATinfotech (the “Developer”) for (the “Client”).
In consideration of the Client paying the Developer the relevant Fees (as set out in the Project Specification), the Developer shall:
(a) develop the Website in accordance with the procedure set out in the Project Specification on behalf of the Client (the “Project”); and
(b) where agreed between the parties, provide the Services to the Client.
Any amendments or variations to the Project Specification must be made in writing and agreed between the Parties. Where one Party does not agree with the proposed amendment or variation, the Parties shall meet and discuss the proposed changes in good faith. Where any changes to the Project Specification would result in additional expense to the Developer over and above the Fees, the Developer shall be entitled to charge the Client for the additional expenses at its standard rates from time to time.
Upon completion of the Project, the Client shall make full payment of the Fees to the Developer upon which the Developer shall deliver the completed Website to the Client through the Client’s server.
If the Client requires the completed Website to be loaded onto an external fileserver, the Developer reserves the right to charge additional fees to the Client for this service. The Client is responsible for ensuring that the intended fileserver or disk space is properly configured.
Once the Developer has delivered the Website to the Client, the Client shall have a period of 10 working days (the “Acceptance Test Period”) to test the Website to ensure it conforms to the Project Specification (the “Acceptance Test”). Acceptance of the Website may only be withheld by the Client if it can demonstrate that the Website does not conform materially to the Project Specification. Upon completion of the Acceptance Test, the Client shall confirm in writing to the Developer that the Project is complete (the “Project Release”).
Upon receipt of the Project Release or deemed acceptance, the Developer shall have no further obligations to undertake any work in relation to the Project. The Client may however request that the Developer undertake further work relating directly or indirectly to the Project. If it agrees to undertake such work, the Developer reserves the right to charge the Client for any additional work carried out at its standard rates from time to time.
The Client undertakes to deliver to the Developer all content, data, images and other information and all trade marks, trade names, logos and other branding of the Client (the “Customer Content”) required for the Project.
The Client acknowledges that the Developer’s ability to complete the Project is dependent upon the full and timely co-operation of the Client and the Client undertakes to notify the Developer promptly in writing of any delays in delivering the Client Content. Where the Client has notified the Developer of any delay, the Client will provide the Developer with a revised timetable for supplying such Client Content.
The Developer will not be responsible for any delays, missed milestones (where specified in the Project) or additional expenses incurred due to the late delivery or non-delivery of the Client Content where required by the Developer for the Project.
The Client will pay the Project fees set out in the Project Specification (the “Fees”) to the Developer.
The Client shall make all payments due in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise.
Without prejudice to any other right or remedy that the Developer may have, if the Client fails to pay the Fees on the due date, the Developer may, at its option: