Terms of Business
Definitions
Conditions means these terms of business.
Contract means any contract that comes into being between Andy’s Finance and the Customer incorporating these Conditions.
Customer means the person firm or company to whom an estimate is addressed or by or on behalf of whom an order is placed.
Product means tangible products sold and any Website (including the software comprised therein) and ancillary Website services or advice supplied or other work done by Andy’s Finance in connection with the Product.
Ready for Use means (where applicable) the Product has been developed, acceptance tested and accepted in accordance with these Conditions.
Service means the supply of the Product, or Website and services and advice ancillary thereto.
Site Specification means the agreed specification for the Website set out between the parties in writing.
Website means the World Wide Web site comprising all pages including graphics, audiovisual effects, software and any other material to be developed by Andy’s Finance pursuant to the Customer’s requirement.
Andy’s Finance means Andy’s Finance from 46 Court Road, Lewes, East Sussex and includes where appropriate Andy’s Finance’s employees and agents or sub-contractors.
General
Unless otherwise specifically varied in writing by an Agent of Andy’s Finance these Conditions alone shall be deemed to apply to all Services and offers by Andy’s Finance.
Andy’s Finance reserves the right to sub-contract any of the work undertaken on behalf of the Customer.
Estimates
If Andy’s Finance provides the Customer with an estimate such an estimate shall constitute an offer on the part of Andy’s Finance.
If the Customer places an order for a Product or a Service with Andy’s Finance without first having received an estimate such an order shall constitute an invitation to treat only and these Conditions alone shall apply to the Contract unless otherwise specifically agreed in writing by a partner of Andy’s Finance when the offer by Andy’s Finance is made.
Exclusion of Conditions and Representation
Prospective customers should satisfy themselves that the Product and Service meet their requirements. Andy’s Finance does not make nor is any servant or agent of Andy’s Finance authorised to make any representation other than those contained herein.
Limitation of Liability
Nothing in these Conditions shall apply to exclude or restrict any liability under the Unfair Contract Terms Act 1977 cannot in the relevant circumstances be excluded or restricted.
Payment
Payment by cheque shall not be deemed to constitute payment for the purposes of this Contract until the cheque is honoured.
Unless otherwise agreed in writing or stated on Andy’s Finance’s quotation, invoices are due for payment by the Customer immediately on the date of the invoice. Time of payment shall be of the essence of the Contract. Andy’s Finance reserves the right at any time before proceeding or proceeding further with an order to demand full or partial payment of moneys due and payable under the Contract and under any other contract between Andy’s Finance and the Customer.
Copyright, Industrial Property Rights and Related Matters
Any film screen, drawing, artwork, design, photograph, software program(s) (including both object and source computer programming code) or other materials prepared by Andy’s Finance (unless provided by the Customer or otherwise agreed by Andy’s Finance) in the production and supply and all copyright registered design and trademarks, design and moral rights, and other intellectual property rights therein, apart from the Distinctive Customer Features, are the exclusive property of Andy’s Finance until paid for in full.
Andy’s Finance shall not be required to deal with any matter which it considers is or may be unsuitable or be of an illegal or libellous nature and the Customer shall indemnify Andy’s Finance in respect of any claims costs and expenses arising out of any illegal or libellous matter printed displayed or created for the Customer.
Third Party Rights
An individual who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement but this does not affect any right or remedy of a third party which exists or is available apart from that Act.
Notices and Service
Any notices given hereunder by Andy’s Finance or the Customer may be served personally or left at the residence or place of business of the party or be sent by first class post in which case notice shall be deemed to have been received on the second day after posting. Andy’s Finance may serve any writ or process upon the Customer by posting it to the Customer’s last known address or place of business.
Proper Law and Jurisdiction
The terms and conditions of the Contract shall be subject to and interpreted and construed in accordance with English Law and subject to Clause 20 hereof the English Courts shall have exclusive jurisdiction in any dispute which may arise save that Andy’s Finance may institute and maintain proceedings in respect of this Contract in any country.
Confidentiality
Each party agrees and undertakes that during the term of the Contract and thereafter it will keep confidential and will not use for its own purposes nor without the prior written consent of the other party disclose to any third party all information of a confidential nature (including trade secrets, information of commercial value, the terms of this agreement, the terms of all negotiations and discussions between the parties and any information in written or other documentary form supplied by one party to the other, or which is supplied verbally by one party or the other) which may become known to that party from the other party (“confidential information”) unless the information is public knowledge or already known to that party at the time of disclosure or subsequently becomes public knowledge other than by breach of this Contract or subsequently comes lawfully into the possession of that party from a third party.
To the extent necessary to implement the provisions of this Contract each party may disclose the confidential information to those of its employees as may be necessary or desirable provided that before any such disclosure each party shall make those employees aware of its obligations of confidentiality under this Contract and shall at all times procure compliance by those employees with them
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