General
These Terms and Conditions (“Terms”, “Terms and Conditions”) supersede all previous representations, understandings or agreements and covers to all services provided by First Avenue Group Limited (“us”, “we”, “our”, First Avenue) to our Client.
Acceptance of Terms
By using the services of First Avenue (the “Agency”), you agree to be bound by these terms and conditions (the “Terms”). If you do not agree to these Terms, please do not use the Agency’s services.
The Client’s signature or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions, First Avenue Group Limited will carry out work only where an agreement is provided either by email or mail. Payment online is an acceptance of our Terms and Conditions.
Definition & Interpretation
In these Terms and Conditions (“the Conditions”) the following expressions shall have the following meanings:
“Agreement” means this agreement comprising the clauses and the Quotation and the Order;
“Annually” means each period of 12 calendar months during the Term;
“Applicable Law” means any law for the purposes of anti-bribery and corruption or anti-money laundering;
“Business Day” means any day outside weekends and UK bank holidays between 9am and 6pm (GMT or BST);
“Charges” means the charges payable by the Customer to Soar Productions Limited for the provision of the Services as set out in Quotation;
“Client” means the company, firm, body or person whose name and details appear on the Quotation to whom Soar Productions Limited is to provide the Services under this Agreement;
“Contract” means the confirmation of the Services requested by the Client, comprising the clauses and the Quotation and the Order;
“First Avenue” or “us” or “we” means First Avenue Group Limited (company number 11209360);
“Force Majeure” means in relation to either of the parties hereto any circumstances beyond the reasonable control of that party, including but not limited to, any act of God, fire, disaster, war, civil commotion, insurrection, embargo, prevention from or hindrance in obtaining raw materials, energy or other supplies, explosion, industrial dispute affecting a third party for which a substitute third party is not reasonably available, breakdown of plant or machinery, computer system failure, flood, severe weather conditions, riots, accident, or any act of any governmental, regulatory or other official body;
“Effective Date” means the date of the Order;
“Interpreter” or “Translator” means the native speakers and linguists used by Soar Productions Limited in the provision of the Services;
“Media” means videography, photography services that are produced by Soar Productions Limited for our Client;
“Original Works” means the content, documents, files, materials and works provided by the Client for the purposes of carrying out the Services;
“Order” or “Purchase” means an order for the Services received by Soar Productions Limited from the Client by way of a purchase order or invoice or written confirmation in response to a Quotation that the Client accepts the Quotation and for Soar Productions Limited to provide the Services;
“Proposal” means the statement of work prepared by Soar Productions Limited and agreed between us and the Client;
“Quotation” means the provision of a price breakdown for Services requested by the Client and which specifies the Charges;
“Requester” means the Client or the service user requiring the Services;
“Services” means the specific service or services requested by the Client, provided to the Client by Soar Productions Limited under this Agreement and set out within the Quotation and in response to an Order;
“Staff” means the natural persons who provide the Services on behalf of Soar Productions Limited, who may be employees of Soar Productions Limited or Sub-contractors, self-employed or supplied by a Sub-contractor;
“Sub-contractor” means an Interpreter, a Translator, a Photographer, a Videographer, a Website Developer and/or a person and/or an agency providing elements of the Services to Soar Productions Limited;
“Translated Works” means the content translated from the Client Materials;
“You” means you as an individual, or if applicable, the company or other legal entity you represent;
“Users” means visitors to this website or the Service who are not registered users;
Services
The Agency provides a wide range of website design and development services, including but not limited to:
- Custom website design and development
- E-commerce website development
- Web hosting and maintenance
- Content creation and management
- Search engine optimization (SEO)
- Google Ads campaigns
- Social media marketing
- Email marketing
The Agency also offers a variety of consulting services related to website design and development, such as:
- Business consulting
- AI consulting
- Customer Journey consulting
Payment
The Agency’s fees for services are based on the scope of work and the complexity of the project. The Agency will provide a detailed quote before any work begins. The agreement will list out the payment terms which can be discussed and adjusted based on the project nature.
Unless otherwise agreed in writing, all payments for the Agency’s services are due in full within fourteen (14) days of the date of invoice. The Agency reserves the right to charge interest on late payments at a rate of 1.5% per month.
Design review
When the design of a website project is being completed, the Client will have the opportunity to view and review the appearance of the content of the website. The Client will have three (3) free content edits prior to the start of the building phase. These content edits allow the Client to express changes in the design direction, they shall provide examples or materials that can support the design. Small layout changes can be adjusted without additional fee.
If the Client is not satisfied with the design after its approval, the Client can request for a new design with an additional cost of £450.00 per design. All designs (including rejected ones) are copyrights of First Avenue Group Limited and cannot be resold or transferred.
The Client agrees that a web page built from a graphic design may not exactly match the original design because of the difference between the display in design software, width of user devices and the rendering of code by each Internet browser software. First Avenue Group Limited agrees to match the design as closely as possible when building the code.
Content delivery
Website creation requires the effort of both parties. At the start of the Project, a content meeting will be held for the discussion of content creation for the website. The Client will be given the list of content that is needed to complete the website, this is agreed by the Client. Therefore, the Client agrees to provide website content as requested; such as text, images, movies and sound files.
The Client agrees to make reasonable efforts to ensure that the Project is not stalled for more than three (3) months from the Start of Project. If the Project is stalled for more than three (3) months, the Agency shall have the right, at its sole discretion, to either:
i) terminate the Agreement and invoice the Client for the remaining amount of the Project Fee, or
ii) continue with the Project, but the Client shall be responsible for all additional costs and expenses incurred by the Agency as a result of the delay.
First Avenue also offers copywriting services, which will come at additional cost unless agreed in the agreement.
Ownership of Intellectual Property
The intellectual property created by the Agency for a client, example: content, graphics, animation, layout and media belongs to the client upon full payment for the services. However, the custom coding for custom elements, custom databases belongs to the Agency. The Agency retains the right to use any intellectual property created for a client in its own portfolio and marketing materials.
Confidentiality
First Avenue Group Limited acknowledges that we may have access to the Client’s proprietary information, which may include the past, present and future products, creative works, marketing strategies and pending projects/proposals. Both parties agree to keep confidential all information disclosed to each other under this agreement, including the project specifications, design elements, and code.
Warranties
The Agency warrants that its services will be performed in a professional and workmanlike manner. However, the Agency does not warrant that its services will be error-free or that the client’s website will be successful.
Earnings Disclaimer
While we make every effort to accurately represent all the products and services on this website, we make no promise, representation or assurance of any results, future earnings or income as a result of using our website or marketing services.
As with any business, results, earnings and income will vary and are affected by a number of factors over which we have no control, including but not limited to your financial condition, product quality, competitions, and changes within the market.
The Client agrees that we are not liable for any income they do not earn or any financial losses they experience as a result of using our services.
Limitation of Liability
To the fullest extent permitted by law, the Agency shall not be liable for any direct, indirect, incidental, special, or consequential damages arising out of or in connection with its services, including but not limited to lost profits, lost data, or business interruption.
Indemnity
The Agency services shall only be used for lawful purposes. The Client agrees to indemnify and hold the Agency harmless from any claims resulting from your use of our service that damages you or any other party.
The Client agrees to be liable for their use of the domain name, hosting and email services if they are using an external service not provided by the Agency. Hereby agrees to indemnify and hold harmless the Developer from any claim resulting from the Client’s publication of material and use of the domain name, hosting and email services.
Copyright
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 the Agency permission and rights for use of the same and agrees to indemnify and hold harmless the Agency from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions.
We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material. Evidence of permissions and authorities may be requested.
Rights to refuse
The Agency reserves the right to refuse to handle any media that is:
- unlawful or inappropriate;
- contains a virus or hostile program;
- contains harassment, racism, violence, obscenity, harmful intent or spamming;
- constitutes a criminal offense, or infringes privacy or copyright.
Post-placement Alterations
The Agency cannot accept responsibility for any alterations caused by the Client or a third party occurring to the Client’s pages once the website has been completed and migrated. Such alterations include, but are not limited to additions, modifications or deletions.
Waiver
No waiver of any provision of these Terms shall be effective unless in writing and signed by both parties.
Domain Names
First Avenue may purchase domain names on behalf of the Client. Payment and renewal of one domain name per project is included in the website hosting package. First Avenue cannot purchase any domains that is already purchased. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of First Avenue. Failure to comply with the payment terms may result in the Client’s domain name becoming available to another party and/or the website and email services becoming unavailable.
Any modifications needed to the domain name after purchasing the first domain would require additional fee. There will be an additional fee if the Client required the exact domain to be purchased, but this does not guarantee having the domain as the owner of the website can refuse to sell or transfer. The Client agrees that if at any time their contact details, including email address, change, it is their responsibility to contact the third party and update their contact details. Failure to do so may mean that renewal invoices for the domain name are not received by the Client.
Website Hosting
Website hosting is defined as helping a client to host their website. First Avenue offers limited hosting services, we will be providing an agreement to a minimum 1-year contract is served and monthly, quarterly or yearly payments are received in advance. In the event that payment is not received on time, we regret that further work will be halted until this is rectified. First Avenue will use every effort to ensure the service is operating, and if the server requires maintenance or experience downtime, First Avenue will notify the Client as soon as possible and perform those maintenance outside office hour. In the event when our server is under attack and hacked, we will notify the Client within 48 hours for our Clients to notify their customers.
Website Design Credit
The Client agrees that First Avenue may include development credits and links within any code First Avenue designs, builds or amends. Either a small type or by a small graphic that suits the site design will be placed at the footer of the Client’s website. If it is a video production, a small type and small graphic will appear at the very end of the video promotion or in the video description with a link to First Avenue’s website.
The Client also agrees that the website development and the media projects produced for the Client may be presented in First Avenue’s website as clients, case study and can be used to promote our Services through our social media. The Client can request not to promote their business through social media prior to the completion of the Services.
Website Management
Website Management is defined as helping a client to organise and update their website contents on a limited service basis. First Avenue will honour be providing an agreement to a minimum 1-year contract is served and monthly, quarterly or yearly payments are received in advance. In the event that payment is not received on time, we regret that further work will be halted until this is rectified.
Termination
Each project has a different termination agreement, please refer to the Project Agreement for the details. All subscription cancellation shall be done 30 days prior to the renewal date of the service.
In the event of cancellation, the Client shall also pay any expenses incurred by the Agency. The billing upon cancellation shall be payable within 14 days of the Client’s notification to cancel the solution provided by us.
Survival
The provisions of these Terms that by their nature survive termination or expiration shall remain in full force and effect after and notwithstanding any such termination or expiration.
Governing Law
This agreement will be governed by and construed in accordance with the laws of English Law.
Complaint procedure
If the Client experiences a problem with their web service provided by the Agency, you should directly send your complaints through our contact form or to [email protected]. Please include sufficient information for the Agency to locate the material and clearly outlining the grounds for complaints. At the Agency, we value every opinion and idea. We will be responding promptly to the individual and resolving the matter to the satisfaction of the complainant.
Privacy Policy
The Agency and any third party associates shall use information provided by the Client in relation to this agreement in accordance with the GDPR. The details of how the Agency processes information is listed in the privacy policy.
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.
Other
If an error or issue with the design or code arises during the project, which does not allow the design or code to match the original specification, then the Client agrees that the Agency can apply a nearest available alternative solution.
Changes to terms and conditions
The Agency reserves the right to edit any provision of these Terms and Conditions at any time without notice. Failure to receive notification of a change does not make those changes invalid. These Terms and Conditions will always be available to download at firstavenue.agency/terms or print from our website.