Please read carefully...
In the following Terms and Conditions, Top Two Studios are referred to as "TTS", and the client is referred to as "the client".
These Terms apply to all clients of Top Two Studios.
Top Two Studios are an independent design company and are in no way affiliated with 'MySpace.com', 'DeviantArt.com', 'Twitter.com', 'Facebook.com' or 'Youtube.com'
1. Amendments
TTS reserve the right to change this document at any time, at which time a notice will be posted on the TTS website with details of date of such changes. The following Terms and Conditions of Service apply to all products and services provided by TTS.
2. Acceptance of Terms & Conditions
All work is carried out by TTS on the understanding that the client has read, understands and agrees to be bound by TTS Terms and Conditions.
Failure to comply with the Terms and Conditions may result in termination of design, and/or required legal action.
3. Quotations
Upon requesting a quote, the client will be sent a written proposal in electronic format. The proposal will outline the costs for services requested, and will include an estimated deadline for the finished product.
All proposals are valid for 14 days only, and are subject to change should the scope of requested project change, or if more resources are necessary to complete the project than originally expected. Any changes to quotes will be in consultation with the client.
4. Deadlines and Delivery Dates
TTS shall use commercially reasonable efforts to meet all project schedules and requested delivery time frames agreed upon in the Project Brief. Any scheduled deadlines and delivery time frames in all cases represent estimates or targets only, and should never be accepted either explicitly or implied as a guarantee of delivery on or prior to the above-mentioned dates.
The client agrees not to hold TTS liable for any consequential losses associated with project delays, for any reason.
5. Design
During the design process, it is expected that the client will work with TTS to reach the results outlined in the project briefs. This includes providing timely feedback on presented work, as well as a willingness to clarify and elaborate on details as required. The client must at all times work with TTS to accomplish the outcomes detailed in the Project Brief.
Ownership of the final components supplied by TTS in fulfillment of the Project Brief is only transferred to the client upon final payment of all outstanding fees and costs. Any discarded concepts, ideas, designs, raw format work and/or code remain the property of TTS, and must not be used by the client under any circumstances, unless purchased separately.
The client grants explicit permission for TTS to use above-mentioned final components for self-promotional purposes.
6. Alterations and Enhancements
While TTS takes all care to ensure error-free documents and designs, it is the clients' responsibility to notify TTS of any error or omissions prior to finalization of the Project. Changes after Project Acceptance will incur a separate fee.
Client requests for enhancements to the original design will be due and billed separately and at the time of request. TTS reserves the right to change prices at any time including hourly fees/maintenance rates.
7. Project Completion
A project is deemed complete when the requirements detailed in the authoritative Project Brief are fulfilled by TTS. Project Acceptance is otherwise implied by;
Written acceptance of the project by Client
Use and/or distribution of files or designs by Client
Failure of Client to respond to requests for information after 30 days.
8. Late Payments
Invoices for final payments must be paid to TTS within 10 working days. Failure to complete the invoiced payment in full within this time period will result in a late payment fee under the Late Payment of Commercial Debts [Interest] Act 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002.
9. Warranty
TTS agrees to provide at no cost to the client reasonable technical support during a warranty period of 7 days after delivery of any website project. Such assistance shall not exceed 2 hours. This support shall not include additions to the website, or text changes.
Support and maintenance beyond the above provision will be chargeable at TTS's standard maintenance rates.
TTS agrees to provide the client with reasonable ongoing maintenance on above-mentioned project for an hourly fee of £30.00 (GBP) per hour after the last day of the Warranty Period. [1 hour minimum charge].
In all cases, TTS will provide an estimate of fees upon the maintenance being requested by the client, and work will only commence upon the Client's expressed acceptance of the estimated fees.
10. Rights of Refusal
TTS reserves the right to refuse- or cancel any project, at anytime, without giving reason.
TTS will not include in its designs, any text, images or other data which it deems to be immoral, offensive, obscene or illegal. All advertising material must conform to all standards laid down by all relevant advertising standards authorities. TTS also reserves the right to refuse to include submitted material without giving reason.
Any images and/or data that TTS does include in all good faith, and then finds out that it contravenes these Terms and Conditions, the client is obliged to allow TTS to remove the contravention without hindrance, or penalty. TTS is to be held in no way responsible for any such data being included.
11. Termination and Cancellation
In the event of termination and/or cancellation, TTS will retain all deposits and payments made up until the time of cancellation regardless of work done, and may issue an invoice for any work carried out over and beyond the amount already paid.
TTS reserves the right to withhold files and designs from a client in the event of cancellation, until such time as all outstanding invoices for work performed by TTS has been paid for. The client is expressly prohibited from using any files, designs, or intellectual property supplied by TTS for any purpose until such time as all accounts have been settled in full, or as otherwise agreed to in writing by TTS.
Cancellation of your project with TTS does not dissolve your obligations to TTS under these Terms and Conditions.
12. Dispute Resolution
In the event of a dispute, the client agrees to make all reasonable attempts to contact TTS in writing and negotiate a reasonable outcome with TTS before proceeding with any form of litigation.
13. Copyrights and Trademarks
Ownership of the final artwork designed by TTS on behalf of the client will be transferred to the client upon final payment, unless otherwise specified by TTS - this does not include code or software. Copyright on all software and code remains the property of TTS or its otherwise respective owners. TTS provides license for the client to use supplied software and code for it's intended purpose. No license for modification or re-use of said software or code is provided unless otherwise specified by TTS in writing.
Any discarded concepts and ideas remain the property of TTS and must not be used by the client under any circumstances unless purchased separately.
TTS may use all design material freely in the pursuit of promotional purposes.
Should TTS, or the client supply an image, text, audio clip or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium believing it to be copyright- and royalty-free, which subsequently emerges to have such copyright or royalty usage limitations, the client will agree to allow TTS to remove and/or replace the file on the site.
The client agrees to fully indemnify and hold TTS free from harm in any and all claims resulting from the client in not having obtained all the required copyright, and/or any other necessary permissions.
No copies or reproductions of designs may be made without our written consent. In the event our consent is given, we reserve the right to charge a fee for their use.
14. Design Credits
The client agrees to allow TTS to place a small credit on any purchased designs and/or a link to TTS's own website on the client's item. This will usually be in the form of a small logo or line of text placed on the design.
The client also agrees to allow TTS to place examples of websites and other designs, on TTS's own website for demonstration purposes, and to use any designs in its own publicity.
Removal of any design credits will incur a fee at the discretion of TTS, payable within 7 days of invoice.
15. Third Party or Client Page Modification
Some Clients will desire to independently edit or update their web pages after completion of the site. Note however, TTS is not responsible for any damage created by the Client or agent of the Client. Any repairs required will be assessed at an hourly rate. [1 hour minimum charge].
16. Disclaimer
TTS makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies. TTS will not be held responsible for any and all damages resulting from products and/or services it supplies. TTS is not responsible for any loss, or consequential loss of data, or non-delivery of products or services, of whatever cause. While we take reasonable steps to investigate the materials we recommend, we accept no responsibility for the performance or quality of materials or any consequential loss arising from their failure. The client agrees not to hold TTS responsible for any such loss or damage. Any claim against TTS shall be limited to the relevant fee(s) paid by the client.
Changes to the Myspace.com database and/or profile code will not be held responsible to TTS. The Client is aware that any changes occurring after purchase are not the fault of TTS, but a result of myspace.com upgrades. TTS will not be held responsible for any changes, and shall not be liable to repair changes occurring after purchase.
The Client is aware that no refunds will be given whatsoever in the event of any of the aforementioned changes occurring.
17. Severability
In the event that any provision hereof is found invalid or unenforceable pursuant to judicial decree or decision, the remainder of these Terms and Conditons of Service shall remain valid and enforceable according to its terms.
18. General
These Terms and Conditions supersede any previous Terms and Conditions distributed in any form. TTS reserves the right to change any rates and any of the Terms and Conditions at any time and without prior notice.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms and Conditions are for convenience only and have no legal or contractual effect.