TERMS AND CONDITIONS 

WebDezn Ltd 

Company No. 17339261 

Registered office: Bartle House, 9 Oxford Court, Manchester, M2 3WQ 

1. Agreement 

1.1 By engaging WebDezn Ltd ("we", "us", "WebDezn") for website design services, you ("the Client") agree to be bound by these terms and conditions (these "Terms"). These Terms apply to all packages: Standard (from £1,199), Advanced (from £1,499), and Custom (individually quoted). 

1.2 These Terms take effect on the earlier of: (a) the Client signing or otherwise accepting a quote, order form, or these Terms electronically; or (b) the Client making any payment to WebDezn in connection with the services. 

1.3 The Client confirms that it is entering into these Terms wholly or mainly for purposes relating to its trade, business, craft, or profession, and not as a consumer. Where the Client is an individual or sole trader, this confirmation is a condition of WebDezn agreeing to provide the services. Notwithstanding this confirmation, where the Client is found in fact to be acting wholly or mainly outside its trade, business, craft, or profession (a "Consumer"), clauses 2.5, 8.3, 9.5, and 10.2 shall apply in place of, or in addition to, the corresponding provisions below. 

1.4 These Terms, together with the applicable quote or order form, constitute the entire agreement between the parties in relation to the services. In the event of any conflict, the quote or order form shall prevail in relation to price and scope, and these Terms shall prevail in relation to all other matters. 

2. Payment — Build Fee 

2.1 Full payment of the build fee is required upfront before work begins. 

2.2 Prices are as quoted at the time of booking and, once booked, are fixed for the project as scoped in the applicable quote, save where clause 2.3 applies. Prices for future, separate projects are subject to change and will be confirmed in a new quote. 

2.3 If the Client requests changes to the agreed scope of the project, WebDezn will provide a written estimate of any additional fee before carrying out the additional work, and no additional fee will be charged without the Client's prior written agreement. 

2.4 Nothing in this clause 2 affects any right the Client has under clause 2.5 if the Client is a Consumer. 

2.5 Where the Client is a Consumer, this is a contract concluded at a distance for the purposes of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (the “CCR”), and the Client has a statutory right to cancel within 14 days of the contract being formed without giving any reason and without penalty (the “Cancellation Period”). WebDezn will not begin work, and will not be entitled to retain any part of the build fee, during the Cancellation Period unless the Client has expressly requested that WebDezn begin performance before the Cancellation Period expires and has acknowledged in writing that: (a) by doing so, the Client's right to cancel will be lost once the service is fully performed; and (b) if the Client cancels before full performance, the Client will owe WebDezn a reasonable sum for work carried out up to the point of cancellation, calculated by reference to the proportion of the service supplied. 

3. Payment — Ongoing Hosting 

3.1 In addition to the build fee, an ongoing hosting and maintenance fee applies:

Standard: £35 per month Advanced: £35 per month Custom: as quoted individually 

3.2 This fee is billed monthly by recurring card payment, starting from the date the website goes live. It covers hosting, uptime monitoring, and minor technical maintenance. It does not include content updates, redesigns, or new feature development, which may be quoted separately. 

3.3 WebDezn may review and increase the hosting fee no more than once in any 12-month period, on not less than 30 days’ written notice to the Client. If the Client does not agree to the increase, the Client may terminate the hosting arrangement in accordance with clause 3.5 without further liability to WebDezn. 

3.4 The hosting arrangement continues for a minimum term of 12 months from the date the website goes live, after which it continues on a rolling monthly basis until terminated in accordance with clause 3.5. 

3.5 The Client may cancel the hosting subscription at any time following expiry of any minimum term under clause 3.4 by giving 30 days’ written notice to info@webdezn.co.uk. 

3.6 If hosting is cancelled or terminated for any reason, WebDezn is not obliged to continue hosting the website, and the Client is responsible for arranging alternative hosting if they wish to keep the site live. On request made within [14] days of cancellation, WebDezn will provide the Client with a complete and usable export of the website files and any associated content database, at no additional charge. Requests made after this period may be subject to a reasonable administration fee. 

3.7 Failure to pay the monthly fee may result in the website being taken offline after WebDezn has given [7] days’ written notice of non-payment, provided that WebDezn may suspend (short of taking offline) the website immediately on the due date for payment passing unpaid. 

4. Revisions 

4.1 Each package includes up to 2 rounds of revisions following the initial design delivery. A “round” of revisions means one consolidated set of written feedback provided by the Client in a single communication; any further set of feedback constitutes an additional round. 

4.2 Additional revisions beyond this may be billed separately at a flat fee of £75 per additional round of revisions. 

5. Client Responsibilities 

5.1 The Client agrees to provide necessary content (text, images, logos, branding materials) in a timely manner. Delays in providing content may extend the project timeline. WebDezn is not responsible for delays caused by late or incomplete client input. 

5.2 Where the Client fails to provide content or feedback reasonably required for WebDezn to progress the project for a continuous period of [3] months, WebDezn may treat the project as paused, and may charge a reasonable restart fee before recommencing work. 

5.3 The Client warrants that all content, images, logos, and other materials it supplies to WebDezn for use on the website: (a) are either owned by the Client or the Client has all necessary rights, licences, and consents to use and supply them for that purpose; and (b) do not infringe the intellectual property, privacy, or other rights of any third party, and are not defamatory, unlawful, or misleading. 

6. Timelines 

Estimated delivery timelines will be provided at the start of the project but are not guaranteed, as they depend on client responsiveness and feedback turnaround.

7. Ownership 

7.1 Subject to clauses 7.2 and 7.3, the Client owns the final website design and content upon full payment of the build fee. 

7.2 Ownership under clause 7.1 does not extend to any third-party software, plugins, themes, stock imagery, fonts, or other licensed materials incorporated into the website ("Third-Party Materials"), which remain subject to the terms of the applicable third-party licence. WebDezn will identify to the Client, on reasonable request, which elements of the website constitute Third-Party Materials. 

7.3 WebDezn retains the right to showcase completed work in its portfolio and marketing materials, unless the Client notifies WebDezn in writing that it objects to such use. 

7.4 The Client’s ownership under clause 7.1, and its right to migrate the website to a different host or provider, are not affected by the ongoing hosting relationship under clause 3, and WebDezn shall not withhold export of the Client’s website files or content as a means of enforcing payment, save as expressly permitted by clause 3.7. 

7.5 Notwithstanding clause 7.1, WebDezn retains all intellectual property rights in its own pre-existing tools, templates, code libraries, frameworks, and methodologies used to build the website (“WebDezn Background IP”). To the extent any WebDezn Background IP is incorporated into the website, WebDezn grants the Client a non-exclusive, perpetual, royalty-free licence to use it as part of the website for the Client’s own business purposes, but the Client acquires no right to extract, resell, or sub-licence the WebDezn Background IP separately from the website. 

8. Cancellation — Build Fee 

8.1 If the Client cancels the project after the build fee has been paid and work has commenced, WebDezn shall retain the build fee, or such proportion of it as set out in the table below, by reference to the stage of the project reached at the date of cancellation. 

Stage reached at cancellation / Build fee retained

Before design concepts issued

25%

After initial design concepts issued

50%

After first round of revisions delivered

75%

After final design delivered / site built

100%

8.2 If the Client cancels before any work has begun, WebDezn will refund the build fee in full, less any third-party costs already and reasonably incurred on the Client’s behalf (for example, domain registration). 

8.3 Where the Client is a Consumer, this clause 8 applies subject to, and does not restrict, the Client’s statutory cancellation rights under clause 2.5. To the extent of any conflict between the retention scale in clause 8.1 and the reasonable-sum calculation in clause 2.5 during the Cancellation Period, clause 2.5 shall prevail. 

9. Limitation of Liability 

9.1 Nothing in these Terms limits or excludes WebDezn’s liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot lawfully be limited or excluded.

9.2 Subject to clause 9.1, WebDezn is not liable for any indirect or consequential loss arising from the use of the website, including loss of business, revenue, or data, or for any loss of profit or anticipated savings, whether arising in contract, tort (including negligence), or otherwise. 

9.3 Subject to clauses 9.1, 9.4, and 9.5, WebDezn’s total aggregate liability to the Client arising out of or in connection with these Terms, whether in contract, tort, or otherwise, shall not exceed the greater of: (a) the total fees paid by the Client to WebDezn in the 12 months preceding the event giving rise to the claim; and (b) £1,000. 

9.4 The cap in clause 9.3 shall not apply to WebDezn’s liability arising from: (a) its own infringement of a third party’s intellectual property rights; or (b) its own breach of applicable data protection law (as distinct from any liability arising from Client-supplied content or Client instructions, which remains subject to the Client’s indemnity at clause 10). 

9.5 Where the Client is a Consumer: (a) nothing in this clause 9 excludes or limits WebDezn’s obligation to perform the services with reasonable care and skill, within a reasonable time, and for a reasonable price, as required by the Consumer Rights Act 2015; and (b) clauses 9.2 and 9.3 shall apply only to the extent that they satisfy the fairness requirements of the Consumer Rights Act 2015, and shall be read down accordingly rather than being wholly unenforceable if any part is found unfair. 

10. Indemnity 

10.1 The Client shall indemnify and keep indemnified WebDezn against all liabilities, losses, damages, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) any breach by the Client of the warranties at clause 5.3; (b) any claim that content supplied by the Client infringes the rights of any third party or is unlawful, defamatory, or misleading; (c) the Client’s use of the website in breach of applicable law or the rights of any third party; or (d) any personal data processed by WebDezn on the Client’s behalf, to the extent such processing was carried out in accordance with the Client’s instructions. 

10.2 Where the Client is a Consumer, the indemnity at clause 10.1 shall apply only to the extent it is fair and reasonable having regard to the Consumer Rights Act 2015, and shall not apply so as to require the Client to indemnify WebDezn for any liability arising from WebDezn’s own negligence, breach of these Terms, or breach of statutory duty. 

11. Data Protection 

11.1 Where WebDezn processes personal data on the Client’s behalf in connection with the website (for example, data submitted through contact or booking forms), WebDezn does so as a processor, and the Client is the controller of that data. 

11.2 Each party shall comply with its obligations under UK data protection law, including the UK GDPR and the Data Protection Act 2018. 

11.3 The Client is responsible for ensuring it has an appropriate lawful basis for any personal data submitted to WebDezn for inclusion in, or collection via, the website. 

12. No Guarantee of Results 

WebDezn does not guarantee any particular level of website traffic, search engine ranking, enquiries, leads, or revenue as a result of the services, and no such guarantee should be inferred from any statement made by WebDezn or its representatives. 

13. General

13.1 Neither party shall be liable for any delay or failure to perform its obligations under these Terms as a result of any cause beyond its reasonable control. 

13.2 The Client may not assign, transfer, or subcontract any of its rights or obligations under these Terms without WebDezn’s prior written consent. WebDezn may assign these Terms to a successor of its business or assets. 

13.3 Each party shall keep confidential any non-public information of the other party disclosed to it in connection with these Terms, and shall not disclose such information to any third party save as required to perform its obligations or by law. 

13.4 No variation of these Terms shall be effective unless it is in writing and agreed by both parties. 

13.5 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. 

13.6 Any notice given under these Terms shall be in writing and sent to the email addresses used by the parties for the purposes of the project, or such other address as either party notifies to the other. 

13.7 In these Terms, headings are for convenience only and do not affect interpretation; words importing the singular include the plural and vice versa; and references to “writing” or “written” include email. 

13.8 No failure or delay by either party in exercising any right under these Terms shall operate as a waiver of that right, nor shall any single or partial exercise of a right prevent any further exercise of that or any other right. 

13.9 Nothing in these Terms creates a partnership, agency, joint venture, or employment relationship between the parties, and neither party has authority to act on behalf of, or to bind, the other. 

13.10 WebDezn may subcontract or delegate the performance of any part of the services without the Client’s consent, provided that WebDezn remains responsible for the subcontractor’s performance as if it were WebDezn’s own. 

13.11 A person who is not a party to these Terms has no right to enforce any term of these Terms under the Contracts (Rights of Third Parties) Act 1999. 

14. Acceptable Use 

14.1 The Client shall not use, and shall not instruct or permit WebDezn to build, any part of the website for any purpose that is unlawful, fraudulent, defamatory, obscene, or that infringes the rights of any third party. 

14.2 If WebDezn reasonably believes that the website, or content supplied by the Client for inclusion in it, breaches clause 14.1, WebDezn may refuse to build or publish the relevant content, or may suspend the website, pending resolution of the issue with the Client, without liability to WebDezn. 

15. Suspension and Termination 

15.1 Without prejudice to clause 3.7 or clause 14.2, either party may terminate these Terms with immediate effect by written notice if the other party commits a material breach of these Terms which (if capable of remedy) is not remedied within 14 days of written notice requiring it to do so, or if the other party becomes insolvent, enters administration or liquidation, or ceases to trade. 

15.2 On termination of these Terms for any reason: (a) any fees or charges accrued but unpaid as at the date of termination shall become immediately due; (b) clause 8 shall continue to govern any refund or retention of the build fee; and (c) clauses 7 (Ownership), 9 (Limitation of Liability), 10 (Indemnity), 11 (Data Protection), and 13.11 (Third Party Rights) shall survive termination.

15.3 Termination of these Terms shall not affect any rights or liabilities of either party that have accrued as at the date of termination. 

16. Complaints and Dispute Resolution 

16.1 If the Client is unhappy with any aspect of the services, the Client should raise this in writing with WebDezn at info@webdezn.co.uk in the first instance, and WebDezn will aim to acknowledge and address the complaint within [14] days. 

16.2 Where the Client is a Consumer and WebDezn is unable to resolve a complaint directly, WebDezn will, on request, provide details of a certified alternative dispute resolution (“ADR”) provider, in accordance with the Alternative Dispute Resolution for Consumer Disputes (Competent Authorities and Information) Regulations 2015. WebDezn is not obliged to submit to ADR but will consider any request to do so in good faith. 

17. Governing Law 

These terms are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales. 

18. Contact 

For any questions regarding these terms, contact us at info@webdezn.co.uk.