Our Terms and Conditions
1. Understanding Our Agreement
These Terms & Conditions lay out the agreement between you (“the Client”) and Nimbler Ltd (also known as “Nimbler” and “Nimbler Marketing”), including all of its divisions and subsidiaries. It explains how we work together, the services we provide as outlined in our Proposal to you, and your rights and responsibilities when using our services. Here’s what you need to know:
- Our Proposal to You: We’ll send you a detailed proposal or quotation that outlines the services we plan to provide. This proposal is good for thirty (30) days from the day we send it to you.
- Accepting Our Proposal: When you tell us you’d like to proceed with our services, either by signing the proposal or by paying an invoice we’ve sent, that’s when our agreement with you starts. We want to make sure you know exactly what you’re getting from us, so we ask that you check all the details on the invoice and keep a copy for your records.
- Digital Signatures: For ease and security, we use Qwilr to handle the signing of our proposals. This platform is secure, complying with international standards (HIPAA and ISO 27001), and makes sure your digital signature is as legally binding as a handwritten one.
By moving forward with us after receiving our proposal or quotation, you’re saying you’ve read, understood, and agree to these terms. It’s like giving us a virtual handshake that you’re on board with everything we’ve laid out.
2. Intellectual Property & Creative Materials
When we create something for you – be it a website, loo, or any design – ownership of the final product transfers to you once you’ve made the final payment. This means you own the end result, but we want to clarify a few important points:
- Before Final Payment: Until we receive your final payment, all creative works and materials we’ve produced belong to us, Nimbler.
- What Stay Ours:Any ideas, drafts, or concepts we share with you but don’t end up in the final project? They remain our intellectual property. This includes unused design ideas and marketing strategies.
- Ongoing Services: If we’re handling your advertising campaigns or other ongoing services, these come with a management fee. This fee applies for as long as the service is active.
- Marketing Campaigns Ownership: Campaigns we create on platforms like Google Ads are ours, even if you’ve paid for their setup. We do this within Nimbler’s Google My Client Centre (MCC), and you might need to add your payment method for these platforms.
- Your Content: If you give us content to use (like images or text), you’re telling us you have the right to use it. If there’s a legal issue because of the content you’ve provided, you’ll need to take responsibility.
- Credits & Portfolio: We like to show off our good work, which means we might include your project in our portfolio or share it on social media. If you’re not comfortable with this, just let us know before we start.
- Content Responsibility: You’re responsible for the legality and appropriateness of the content you provide for the project. Make sure it complies with all relevant laws and regulations.
- Access for Development: If your project involves us working directly on your website, you’ll need to give us access to your hosting and domain name details.
- A Note on Content: We have the right to say no to projects involving content we find inappropriate or illegal. This includes, but isn’t limited to, content that’s offensive, violates copyright laws, or involves risky business practices.
By working with us, you’re agreeing to these terms, ensuring a smooth process from concept to final creation.
3. Project Execution & Maintenance
Starting a project with us is the beginning of a collaborative journey. Here’s how it unfolds:
- Kickoff Information: To hit the ground running, we’ll need specific information from you about your project. This ensures we’re aligned on your vision and goals from the start.
- Scope Changes: We get it—ideas evolve. If you need changes to the project scope, just write us an email. For substantial changes or new requests not covered in our original agreement, we’ll need to discuss additional costs.
- Additional Services: Fancy something extra not initially quoted for? No problem. We’ll provide a new quotation for any added services requested.
- Final Touches & Maintenance: Upon project completion, we’re not just done and dusted. We offer maintenance services to keep things running smoothly. If you’ve opted out of our retainer services, it’s critical you understand the importance of regular updates to keep your site secure and functioning.
- Website Updates: They’re part of our retainer services. If you’re not on a retainer, you’ll need to manage updates yourself, or we can discuss adding these services to your plan.
- Client Responsibilities: You’re responsible for making sure your web activities and content adhere to all laws and regulations falls on you. We’re here to guide, but the legal stuff is in your court.
Remember, the success of your project hinges on clear, open communication between us. Let’s keep those lines wide open.
4. Payment Terms
Let’s talk numbers and how we handle them:
- VAT: All quoted prices are VAT exclusive, unless stated otherwise.
- Payment Schedule: We appreciate prompt payments. Our terms require settling invoices within 14 days from their date. For new projects, we usually ask for payment upfront, but we’re open to discussing phase payments for larger projects.
- Material Costs: Need us to purchase materials or third-party services for your project? We’ll need those costs covered upfront.
- Flexibility: Each project is unique, and so are its payment needs. We’re open to discussing what works best for both of us, whether that’s a split payment for different project stages or other arrangements.
- Transaction Costs: Any banking fees, especially for international transfers, are on you, except for charges by PayPal or Stripe, which we’ll handle.
- Invoicing: Expect your invoices via email, unless we agree on another method. It’s eco-friendly and efficient.
- Outstanding Balances: If invoices aren’t settled, we may need to pause our work. All products and services provided remain under our ownership until the final payment is received.
- Interest on Late Payments: Delayed payments will accrue interest at the UK’s prime rate plus 3%, starting 30 days post-invoice.
- Service Suspension: Overdue payments may lead to service interruptions, including website hosting.
- Copyright and Use: The creative outputs we produce can only be used once you’ve settled your bills unless we’ve agreed otherwise.
Our goal is to keep the financial side of things as smooth as the creative process. If you have any questions about billing or payments, just reach out.
5. Liabilities, Indemnifications & Warranties
Here’s the lowdown on the “just in case” stuff:
- Beyond Our Control: Sometimes, things beyond anyone’s control happen (like natural disasters, technical gremlins, or unforeseen regulations). If they affect our ability to deliver, we’re not liable for those disruptions.
- Financial Responsibility: Our focus is to boost your business, but we can’t be held responsible for any financial losses or missed gains you might encounter through our services.
- Project Cancellation: If plans change or your business hits a rough patch and you can’t continue the project, we’ll need to part ways but will bill for the work done up until that point.
- Damages: We’re in the business of creating, not destroying. So, if something doesn’t go as planned with the website or project, our liability for any resulting damages is limited.
- Legal Stuff: Following the rules is your arena. Making sure your website’s content and activities are law-abiding, especially regarding e-commerce, privacy, and online conduct, is on you. We’ll help guide you, but the final responsibility lies with you. If you need help, we have some partners in the legal and compliance field we can refer you to.
- Indemnity: If by using our services or following our advice, you find yourself in hot water, you agree to defend and hold us harmless from any claims or damages.
- Warranty: What we create for you is bespoke and done with care, but we can’t promise it will work flawlessly forever, especially as tech evolves. We don’t offer an extended warranty beyond delivery, but we’re here to help with any hiccups along the way.
6. Confidentialiy & Legal Bits
Let’s talk secrets and legal jargon:
- Keeping Secrets: We both agree to zip it when it comes to confidential info. If we’re working with your secret sauce or you’re privy to how we do what we do, we keep that under wraps, during and after our work together.
- Legal Ground Rules: Our handshake on this deal is governed by British Law. It’s like saying, “Let’s agree to play by these rules.” If a dispute pops up, we’ll have to sort it out in the English Courts.
- What Ifs: Sometimes, parts of an agreement just don’t fly (legally speaking). If that happens, we don’t throw out the whole deal; we just adjust the bits that need fixing.
- Changing Terms: As the digital world spins, we might need to tweak these terms to stay sharp. We’ll always post the latest version on our site.
- The Final Nod: By signing off on our proposal or invoice, you’re giving us the thumbs up on all the above, legally binding yourself to this agreement. Our secure signing process via Qwilr ensures everything’s above board, with your e-signature holding the same weight as an old-school ink signature.
7. Green Light
Crossing T’s and dotting I’s:
- Sealing the Deal: By accepting our proposal, signing off on a quote, or paying an invoice, you’re not just agreeing to work with us; you’re legally locking it in. It’s like a pinky promise but with more paperwork.
- Smart Signatures: We’re all about keeping things secure, especially when it comes to your John Hancock. That’s why we use Qwilr for digital signatures. It’s as secure as Fort Knox, making sure your sign-off is safe and sound.
- Legal Eagle: Your digital scribble on our dotted line is as legit as if you used a quill and ink. British law gives your e-signature the same respect as a traditional one.
- Advice from the Wise: We tried to keep things really simple, but if legal jargon isn’t your jam, it might be a good idea to chat with someone who speaks “legalese” fluently. They can give you the lowdown on what you’re agreeing to, ensuring you’re cool with everything from start to finish.
NIMBLER Limited is a digital marketing agency. We take security of client data very seriously and this document describes how we collect and use client data. Many but not all our clients are limited companies.
Security policy and responsibilities in the company
We have appointed Jeffrey de Visser as our Data Controller. If you have any questions regarding your data, please mail us at 130 Old Street, London EC1V 9BD, call us on +27 (0)12 004 0066 or +44 (0)203 868 6241, or email firstname.lastname@example.org.
How we collect your information
We collect information:
- Through our Website
- Over the Phone
- Via email enquiries
- Via purchased databases
We retain client contact details in our Accounts system
We maintain a database used for mailings
We have a contact management system that retains contact details.
Any personal data processed by NIMBLER is incidental to the services we provide; the primary purpose is not to process personal data.
What information we collect?
Generally we retain name, company name, address, telephone and email address. For clients we may also retain VAT and company registration numbers.
How do we use this information?
The information collected is used in two ways. If our contact with you goes no further than a meeting and quotation, this information is archived in a secure file in compliance with the GDPR legislation requirements relating to information management. If your enquiry leads to you working with us, your data will be used to assist with our service to you and be entered into our accounts system.
How is your information kept secure?
All information that is gathered is used or archived is kept secure with a view to preventing any unauthorised access to your data. NIMBLER ensures that it has in place appropriate technical and organisational measures, to protect against unauthorised or unlawful processing or accidental loss, destruction or damage of data. We do not supply our data to any other companies without your specific consent.
We have non disclosure agreements in place in all our employee contracts, and all employees are obliged to maintain client confidentiality.
NIMBLER and its employees will never pass your information to a third party without your consent.
By providing us with your information you have consented for us to use it for the purposes above.
If you wish to withdraw consent to NIMBLER using your data for business purposes please contact us at email@example.com.
Access to data we hold about you
If you wish to view the data we hold on you please email firstname.lastname@example.org and copies of your data will be provided
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