Terms & Conditions

1. Agreement

These terms and conditions ("Terms") govern all work undertaken by Qodex Design Ltd ("we", "us", "our") on behalf of our clients ("you", "the client"). These Terms apply to all web design, SEO, hosting, maintenance and related services unless a separate written agreement has been signed by both parties, in which case that agreement takes precedence.

By accepting a quote, paying a deposit or providing written confirmation to proceed, you are entering into a binding agreement with Qodex Design Ltd and accepting these Terms in full.

2. Project Scope & Brief

All projects require a written brief or project specification agreed between both parties before work commences. This may take the form of a signed proposal, an accepted quote, an email confirmation or a completed project briefing document.

The project scope is defined by the agreed brief and/or quote. Any work falling outside that scope will be treated as a change request and may be subject to additional charges. We reserve the right to decline scope changes that would fundamentally alter the nature of the agreed project.

Qodex Design Ltd will not be held responsible for errors or omissions resulting from incomplete, inaccurate or unclear information provided by the client.

3. Payment Terms

Our standard payment terms are as follows:

• Deposit: A non-refundable deposit of 50% of the total project fee is required before any work begins. Work will not commence until this payment has cleared.
• Balance: The remaining 50% balance is due upon project completion, prior to final files or website access being handed over to the client.
• Invoicing: Invoices are issued via email and are payable within 14 days of the invoice date unless otherwise agreed in writing.
• Late payment: In accordance with the Late Payment of Commercial Debts (Interest) Act 1998, we reserve the right to charge statutory interest on overdue invoices at 8% above the Bank of England base rate, plus reasonable debt recovery costs.
• Suspension of work: We reserve the right to pause work or withhold deliverables if invoices are not settled within the agreed payment terms.

All prices are quoted in GBP and are subject to VAT where applicable.

4. Revisions & Changes

Our project fees include two rounds of revisions at each agreed milestone stage. A "round of revisions" means a single consolidated list of changes submitted in one communication.

• Additional revision rounds beyond the two included are charged at £75 per hour.
• Revisions must be submitted in writing (email is acceptable). We cannot action verbal revision requests.
• Revisions that constitute a change of direction or significant departure from the agreed brief may be treated as a new project phase and quoted separately.
• Approval at each stage is required in writing before the next stage commences. Verbal or implied approval does not constitute sign-off.

5. Client Responsibilities

To enable us to deliver your project on time and to the agreed standard, you agree to:

• Provide all required content, copy, images, logos and brand assets in a timely manner and in an appropriate format.
• Respond to requests for feedback, approvals or information within a reasonable timeframe. A reasonable timeframe is generally 5 business days unless otherwise agreed.
• Ensure that all content and materials supplied to us are owned by you or that you have the appropriate licences and permissions to use them.
• Provide accurate business information, including contact details, addresses, opening hours and any other information required for your website or marketing materials.
• Nominate a single point of contact within your organisation to liaise with us throughout the project.

Project delays caused by the client's failure to meet these responsibilities may result in revised delivery timescales and, where significant, additional charges to cover extended project time.

6. Intellectual Property

Upon receipt of full and final payment, all intellectual property rights in the completed design work (including the final website, logo, branding materials and associated files) are assigned to the client.

Until full payment is received, all work created by Qodex Design Ltd remains our intellectual property. We reserve the right to withhold or remove deliverables if payment is not made in accordance with these Terms.

Qodex Design Ltd retains the right to display completed work in our portfolio, on our website and on social media as examples of our work, unless the client formally requests otherwise in writing. Client-sensitive or confidential project details will not be disclosed without permission.

Any third-party elements used in your project (such as stock imagery, fonts, plugins or software licences) remain subject to their respective licence agreements. It is the client's responsibility to maintain any required ongoing licences after project handover.

7. Hosting & Maintenance

Where we provide hosting and/or maintenance services, the following terms apply:

• Hosting: Hosting services are provided on a monthly rolling contract. Payment is taken monthly in advance. Hosting includes UK-based server space, SSL certificate, daily backups and uptime monitoring as described in the relevant plan.
• Notice period: Either party may cancel a hosting or maintenance contract by giving 30 days' written notice. Notice must be provided in writing by email to info@qodex.co.uk.
• Maintenance plans: Monthly maintenance plans operate on a rolling monthly basis. They cover WordPress core and plugin updates, security monitoring, performance checks and the level of support described in the relevant plan document.
• Backups: We take daily offsite backups as part of our hosting plans. In the event of data loss, we will endeavour to restore from the most recent available backup. We cannot guarantee zero data loss in all circumstances.
• Uptime: We aim for 99.9% uptime but do not guarantee uninterrupted service. Scheduled maintenance and circumstances beyond our control (including third-party infrastructure failures) are excluded from any uptime commitment.
• Cancellation: Upon cancellation of hosting, website files and a database export will be provided to the client within 14 days, provided all outstanding invoices have been settled. We are not responsible for ongoing hosting arrangements after the notice period expires.
• Third-party access & damage: Once login credentials or access to a website built by Qodex Design Ltd have been shared with the client or any third party, any changes made that result in damage, broken functionality or errors to the website are the sole responsibility of the client. Any work required by Qodex Design Ltd to diagnose, repair or restore the website following unauthorised or third-party modifications will be billed at our standard hourly rate of £75 per hour.
• Included changes: Minor content updates and amendments are included within reason for clients on an active Qodex hosting and maintenance plan only. This does not extend to structural changes, new page additions, new features, redesigns or any work that falls outside routine content updates. Clients not on an active hosting and maintenance plan will be quoted for all work on a per-project or hourly basis.

8. Liability

Qodex Design Ltd will exercise reasonable care and skill in the provision of our services. However:

• We are not liable for any indirect, consequential, special or incidental losses arising from the use of, or inability to use, our services or any deliverables we produce.
• Our total liability to you in respect of any claim arising out of or in connection with these Terms or the services we provide shall not exceed the total fees paid by you for the specific project or service to which the claim relates.
• We are not liable for losses caused by third-party services, platforms or software (including WordPress, hosting infrastructure, payment processors, Google, or social media platforms).
• We are not liable for any loss of business, revenue, profits, data or anticipated savings, whether direct or indirect.
• We make no guarantees regarding specific search engine rankings or website traffic levels as a result of web design or SEO work. Results depend on many factors outside our control.

Nothing in these Terms limits our liability for death or personal injury caused by negligence, fraud or any other matter that cannot be excluded by law.

9. Confidentiality

Both parties agree to keep confidential any proprietary or commercially sensitive information shared during the course of a project. This includes business strategies, pricing, client data, technical specifications and any other information reasonably identified as confidential.

This obligation of confidentiality does not apply to information that is publicly available, already known to the receiving party, or required to be disclosed by law.

Confidentiality obligations survive the termination of any project or service agreement.

10. Termination

Either party may terminate a project by giving written notice if the other party commits a material breach of these Terms and fails to remedy that breach within 14 days of receiving written notice of the breach.

In the event of termination by the client part-way through a project:

• The non-refundable deposit is forfeited.
• Any work completed beyond the deposit value will be invoiced at our standard hourly rate of £75 per hour, up to the total quoted project value.
• Completed deliverables and part-work will be provided to the client only upon settlement of all outstanding invoices.

In the event of termination by Qodex Design Ltd due to client breach, all outstanding fees become immediately due and payable.

11. Governing Law

These Terms and any disputes arising from them shall be governed by and construed in accordance with the laws of England and Wales. Both parties agree to submit to the exclusive jurisdiction of the courts of England and Wales.

We will always attempt to resolve any disputes informally before resorting to formal legal proceedings. If you have a concern, please contact us in the first instance at info@qodex.co.uk.

12. Domain Name Purchases & Sales

Where Qodex Design Ltd purchases or registers a domain name on behalf of a client, the following terms apply:

• All domain sales are final. Domain names are purchased and registered specifically at the request of the client. Once a domain has been acquired, no refunds, returns or exchanges will be issued under any circumstances. Upon purchase, associated work — including but not limited to landing pages, website setup, DNS configuration and initial development — begins immediately, meaning the service has been partially or fully delivered at the point of sale.
• Domain procurement: Where we source a domain from a third-party seller or aftermarket platform, the purchase price reflects both the acquisition cost and our procurement fee. These costs are non-recoverable once the transaction is completed.
• Transfer of ownership: Upon receipt of full payment, we will transfer the domain to your nominated registrar account or manage it on your behalf as agreed. Until payment is received in full, the domain remains under our control. Any domain transfers to an external registrar will be subject to an administration fee of £49 per domain.
• Availability & pricing: Domain pricing is provided as a quote at the time of enquiry. Prices may change without notice due to third-party registrar fees, aftermarket fluctuations or renewal cost increases. A quoted price is valid for 7 days unless otherwise stated.
• Renewal responsibility: Once a domain has been transferred to the client, ongoing renewal and management becomes the client's responsibility. Qodex Design Ltd is not liable for domains that expire due to the client's failure to renew.
• No guarantee of availability: We will make every reasonable effort to secure requested domains, but cannot guarantee availability. If a domain cannot be acquired, no charge will be made.
• Dispute & third-party claims: The client is solely responsible for ensuring that the domain name they request does not infringe upon any existing trademarks, intellectual property or third-party rights. Qodex Design Ltd accepts no liability for disputes arising from domain name registrations requested by the client.

By requesting a domain purchase through Qodex Design Ltd, you acknowledge and accept that the transaction is final and non-refundable.

13. Contact

If you have any questions about these Terms and Conditions, please contact us:

Qodex Design Ltd
Unit 12 Victoria Hall
Barrow-in-Furness
Cumbria, LA14 1BX

Email: info@qodex.co.uk
Phone: 01229 440942

We aim to respond to all enquiries within 2 business days.