Website Terms & Conditions

Definitions: In these terms and conditions the following words shall have the meanings given in this clause: ’Digital Medium’ means Jonathan Roper & Jim Roper trading as Digital Medium, 1 Coylton Terrace, Bayford Hill, Wincanton, Somerset, BA9 9LQ ’Client’ means the person, firm or company employing the services of the Agency; ’Deliverables’ means all copy, websites, images, logos and/or other materials created or produced by or on behalf of the Agency for the Client in the course of providing the Services. ’Purpose’ means the purpose for which the Client engages the Agency as set out in the Quote; ’Services’ means the supply of services and/or materials by the Agency to the Client as set out in the Quote. ’Services Cost’ means the fee set out in the Quote to be charged by the Agency for the Services; ’Rights’ means all copyright and related rights, design rights (whether registered or unregistered), patents, rights in trade marks (whether registered or unregistered), database rights and any other intellectual property rights (including all similar or equivalent rights or forms of protection in any part of the world) in or relating to the Deliverables. ’Quote’ means the quotation for the Services.

1. Acceptance

It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full. Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

2. Charges

Charges for services to be provided by Digital Medium are defined in the project quotation that the Client receives via e-mail. Quotations are valid for a period of 30 days. Digital Medium reserves the right to alter or decline to provide a quotation after expiry of the 30 days. Unless agreed otherwise with the Client, all website design services require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work begins. The remaining fifty (50) percent of the project quotation total due upon completion of the work, prior to upload to the server or release of materials. Payment for services is due by cheque or bank transfer. Cheques should be made payable to Digital Medium and sent to Digital Medium, Ground Floor, 87 St Andrews Road, Montpelier, Bristol, BS6 5EJ. Bank details will be made available on invoices.

3. Client Review

Digital Medium will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall website development is completed. At the completion of the project, such materials will be deemed to be accepted and approved unless the Client notifies Digital Medium otherwise within ten (10) days of the date the materials are made available to the Client.

4. Turnaround Time and Content Control

Digital Medium will install and publicly post or supply the Client’s website by the date specified in the project proposal, or at date agreed with Client upon Digital Medium receiving initial payment, unless a delay is specifically requested by the Client and agreed by Digital Medium. In return, the Client agrees to delegate a single individual as a primary contact to aid Digital Medium with progressing the commission in a satisfactory and expedient manner. During the project, Digital Medium will require the Client to provide website content; text, images, movies and sound files

5. Failure to provide required website content:

Digital Medium is a small business, to remain efficient we must ensure that work we have programmed is carried out at the scheduled time. On occasions we may have to reject offers for other work and enquiries to ensure that your work is completed at the time arranged. This is why we ask that you provide all the required information in advance. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to impose a surcharge of up to 25%. If your project involves Search Engine Optimisation we need the text content for your site in advance so that the SEO can be planned and completed efficiently. If you agree to provide us with the required information and subsequently fail to do within one week of project commencement we reserve the right to close the project and the balance remaining becomes payable immediately. Simply put, all the above condition says is do not give us the go ahead to start until you are ready to do so. NOTE: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website. These pages should have the same titles as the agreed website pages. Contact us if you need clarification on this. Using our content management system you are able to keep your content up to date your self.

6. Payment

Invoices will be provided by Digital Medium upon completion but before publishing the live website. Invoices are normally sent via email; however, the Client may choose to receive hard copy invoices. Invoices are due upon receipt. Accounts that remain unpaid thirty (30) days after the date of the invoice will be assessed a service charge in the amount of the higher of one and one-half percent (1.5%) or £30 per month of the total amount due.

7. Additional Expenses

Client agrees to reimburse Digital Medium for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography etc.

8. Web Browsers

Digital Medium makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Firefox, Internet Explorer 9, Google Chrome, etc.). Client agrees that Digital Medium cannot guarantee correct functionality with all browser software across different operating systems. Digital Medium cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the website have been designed and handed over to the Client. As such, Digital Medium reserves the right to quote for any work involved in changing the website design or website code for it to work with updated browser software.

9. Default

Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on Digital Medium’s Web space, Digital Medium will, at its discretion, remove all such material from its web space. Digital Medium is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Cheques returned for insufficient funds will be assessed a return charge of £25 and the Client’s account will immediately be considered to be in default until full payment is received. Clients with accounts in default agree to pay Digital Medium reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Digital Medium in enforcing these Terms and Conditions.

10. Termination

Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for design work completed to the date of first notice of cancellation for payment in full within thirty (30) days.

11. Indemnity

All Digital Medium services may be used for lawful purposes only. You agree to indemnify and hold Digital Medium harmless from any claims resulting from your use of our service that damages you or any other party.

12. Copyright

The Client retains the copyright to data, files and graphic logos provided by the Client, and grants Digital Medium the rights to publish and use such material. 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 Digital Medium permission and rights for use of the same and agrees to indemnify and hold harmless Digital Medium from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for website design and/or placement shall be regarded as a guarantee by the Client to Digital Medium that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

13. Standard Media Delivery

Unless otherwise specified in the project quotation, this Agreement assumes that any text will be provided by the Client in electronic format (ASCII text files delivered on floppy disk or via e-mail or FTP) and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by Digital Medium to return to the Client any images or printed material provided for use in creation of the Client’s website, such return cannot be guaranteed.

14. Design Credit

A link to Digital Medium will appear in either small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. If a client requests that the design credit be removed, a nominal fee of 10% of the total development charges will be applied. When total development charges are less than £5000, a fixed fee of £500 will be applied. The Client also agrees that the website developed for the Client may be presented in Digital Medium’s portfolio.

15. Access Requirements

If the Client’s website is to be installed on a third-party server, Digital Medium must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the project, other resources might also need to be configured on the server.

16. Post-Placement Alterations

Digital Medium cannot accept responsibility for any alterations caused by a third party occurring to the Client’s pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.

17. Domain Names

Digital Medium may purchase domain names on behalf of the Client. Payment and renewal of those domain names is the responsibility of the Client. The loss, cancellation or otherwise of the domain brought about by non or late payment is not the responsibility of Digital Medium. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.

18. Hosting

If you purchase or sign up to Web Hosting, your site is placed within one or more third party servers and resources are shared between many customers on the same servers.

While we will try to ensure that your website is never down, as we use a third party server we cannot give any guarantee that your website will always be up. In addition, if any problems do occur, then it will be the responsibility of the third party to fix it.

In addition neither us or the third party are responsible for fixing service interruptions relating to: (1) periodic scheduled maintenance or repairs we or the third party may undertake from time to time; (2) interruptions caused by you from custom scripting, coding or the installation of third-party applications; (3) outages that do not affect the appearance of your website but merely affect access to your website such as FTP and email; (4) causes beyond our control or that are not reasonably foreseeable; (5) outages related to the reliability of certain programming environments and (6) interruptions caused by hackers or security breaches.

You acknowledge and agree that you may not use our servers and your website as a source, intermediary, reply to address, or destination address for mail bombs, Internet packet flooding, packet corruption, denial of service, or other abusive activities that threaten the stability of our network or will damage the systems of, or cause a disruption of internet services to, Digital Medium, our customers, or third-parties. Server hacking or other perpetration of security breaches is prohibited and we reserve the right to remove sites containing information about hacking or links to such information. Use of your website as an anonymous gateway is prohibited. We prohibit the use of software or scripts run on our servers that cause the server to load beyond a reasonable level, as determined by us. You agree that we reserve the right to remove your website temporarily or permanently from our servers if you are in violation of this Agreement and/or there are activities that threaten the stability of our network. You acknowledge and agree that all websites associated with your hosting account may be removed if one website is in violation of this Agreement. You further acknowledge and agree that Digital Medium reserves the right to scan your hosted account for malicious content (e.g., malware), and that, in the event any such content is discovered, it may be removed in Digital Medium's discretion for security purposes.

You also agree not to engage in unacceptable use of the hosting, which includes, without limitation, use of the hosting to: (1) attempt to mislead any person as to the identity, source or origin of any communication; (2) interfere, disrupt or attempt to gain unauthorized access to any computer system, server, network or account for which you do not have authorization to access or at a level exceeding your authorization; or (3) use your server as an “open relay” or for any of the above purposes.

We prohibit the running of a public recursive DNS service on any of our servers. All recursive DNS servers must be secured to allow only internal network access or a limited set of IP addresses. We actively scan for the presence of public DNS services and reserve the right to remove any servers from the network that violate this restriction.

You acknowledge and agree that you shall not use Services in a manner, as determined by us in our sole and absolute discretion:

  • To display or advertise pornographic, X-rated, sexually explicit, or otherwise tasteless materials, images, products or services (including, but not limited to: massage, dating, escort or prostitution services); or
  • That uses pornographic, X-rated, sexually explicit keywords or images in video names, descriptions or listings.

Further, you are responsible for ensuring that any product posted for sale on your website is in compliance with all applicable laws and regulations where your items can be purchased. We reserve the right and sole discretion to determine whether the sale of any particular item is illegal or otherwise prohibited and/or cancel your hosting.

You shall also be solely responsible for providing, updating, uploading and maintaining your website or server and any and all files, pages, data, works, information and/or materials on, within, displayed, linked or transmitted to, from or through your website or server including, but not limited to, trade or service marks, images, photographs, illustrations, graphics, audio clips, video clips, email or other messages, meta tags, domain names, software and text. You acknowledge and agree that in the course of providing you with technical assistance, it may be necessary for us to modify, alter or remove the content of your hosted product. Your website or server content shall also include any registered domain names provided by you or registered on behalf of you in connection with the Services.

19. General

These Terms and Conditions supersede all previous representations, understandings or agreements. The Client’s signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.

20. Governing Law

This Agreement shall be governed by English Law.

21. Liability

Digital Medium hereby excludes itself, its Employees and or Agents from all and any liability from:

  • Loss or damage caused by any inaccuracy;
  • Loss or damage caused by omission;
  • Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
  • Loss or damage to clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.

The entire liability of Digital Medium to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.

22. 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.

Visual Media Terms & Conditions

1. Definitions

In these terms and conditions the following words shall have the meanings given in this clause:

’Agency’ means Jonathan Roper & Jim Roper trading as Digital Medium, 1 Coylton Terrace, Bayford Hill, Wincanton, Somerset, BA9 9LQ

’Client’ means the person, firm or company employing the services of the Agency;

’Video Deliverables’ means all copy, layouts, artwork, storyboards, scripts, presentations, drawings, documents, charts, graphics, photographs, films and/or other materials created or produced by or on behalf of the Agency for the Client in the course of providing the Services.

’Purpose’ means the purpose for which the Client engages the Agency as set out in the Quote;

’Services’ means the supply of services and/or materials by the Agency to the Client as set out in the Quote.

’Services Cost’ means the fee set out in the Quote to be charged by the Agency for the Services; ’

’Rights’ means all copyright and related rights, design rights (whether registered or unregistered), patents, rights in trademarks (whether registered or unregistered), database rights and any other intellectual property rights (including all similar or equivalent rights or forms of protection in any part of the world) in or relating to the Deliverables. ’

’Quote’ means the quotation for the Services.

Director’s cut means first version of the the Deliverable

Client cut 1 means the second version of the Deliverable

Final Cut’ means the completed edited version of the final Deliverable;

2. Acceptance

It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a quote then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full. Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.

These terms and conditions shall take precedence over any terms and conditions of the Client, whether attached to, enclosed with or referred to in any purchase order of the Client or elsewhere. They may not be varied except by written agreement between the Agency and the Client.

3. Agencies Obligations

The Agency will use its reasonable care and skill in the production and supply to the Client of the Services and Deliverables as per the Quote.

4. Payment

Charges for services to be provided by the Agency are defined in the project quotation that the Client receives via e-mail. Quotations are valid for a period of 30 days. The Agency reserves the right to alter or decline to provide a quotation after expiry of the 30 days. Unless agreed otherwise with the Client, all video projects require an advance payment of a minimum of fifty (50) percent of the project quotation total before the work begins. The remaining fifty (50) percent of the project quotation total due upon completion of the work, prior to video or release of materials being delivered to client via the chosen delivery format. Payment for services is due by cheque or bank transfer. Cheques should be made payable to Digital Medium and sent to Digital Medium, Ground Floor, 87 St Andrews Road, Montpelier, Bristol, BS6 5EJ. Bank details will be made available on invoices.

5. Deliverables and Changes:

The parties recognise it is the nature of the Services that changes may be required to the Services and/or Video Deliverables prior to completion of the Video Deliverables. The Quote is inclusive of the production by the Agency of a running order, director’s cut, client cut 1 and a Final Cut of the Deliverables.

6. Expenses

The Agency’s fees shall be exclusive of disbursements and expense items such as studio costs, messenger services, postage, overseas telephone charges, colour photocopying, photography and prints, disk or tape duplications, creation of audio and video streaming files, travel accommodation, subsistence, fax charges and similar items which will be invoiced to the Client, or separately as necessary.

The Agency will, where practicable, endeavour to estimate such but this will not always be possible. All expenses shall be invoiced by the Agency and the Client shall pay such invoices as detailed by the Agency. Where expenses are likely to be significant, the Agency reserves the right to require the Client to pay the full amount of the expected expense in advance. General out-of-pocket expenses incurred in supplying the Deliverables, such as courier charges, travelling and hotel expenses, will be charged by the Agency at cost and the Client shall pay the relevant invoices as detailed by the Agency.

Where extra expenses are incurred, either as a result of alterations to the Services or otherwise at the Client’s request, the Client shall pay such expenses by way of settlement of the relevant invoices as detailed by the Agency.

7. Production

Unless otherwise agreed in writing the Agency shall arrange and oversee all production and post-production related to the Video Deliverables. Should it be agreed that the Client arranges any production work itself, then in that regard the Agency shall not be responsible for the booking, supervision or quality control of any relevant facilities, nor will it be responsible for payment of any related charges.

Any provision requiring the Agency to work to specific deadlines will be deemed to include a proviso that the Client will deal with all requests for approval as quickly as possible and will make themselves reasonably available to communicate with the Agency, its servants or agents, as necessary.

8. Approvals

Approval by the Client of copy, layouts, scripts, storyboards, early video cuts, designs and the like will be the Agency’s authority to proceed with production or publication as appropriate.

Where artwork, films, motion graphics or other material is sent to the Client for final approval, the Client shall check it carefully and notify the Agency of any errors or alterations.

The Agency shall use its reasonable endeavours to remedy any errors so notified but the Agency reserves the right to charge extra for any alterations at this stage. Where notification of errors is either unreasonably delayed or does not occur at all before publication, the Agency shall not be liable in respect of any such errors.

Where the Client oversees distribution, the Agency shall not be liable in respect of errors which may occur after the handover of artwork,uploading or display of the final film, graphic or other works. Deliverables will only be released by the Agency once the customer approves all content as complete and satisfactory and confirms this in writing and  remaining 50% project cost is paid to the Agency.

9. Cancellation

Cancellation of the Services by the Client shall result in forfeiture of the initial 50% payment of the Services Cost and the Client shall further be liable for any balance of the Services Cost over and above the 50% incurred by the Agency to the date of the cancellation. Plus any disbursements reasonably incurred by the Supplier in performance of the Services.

The Agency reserves the right to terminate its provision of Services to the Customer and in the event of its cancellation, any deposit will be fully refunded. Reasons for cancellation may include, but are not limited to, staff illness or short-notice medical or personal emergencies, acts of god and extreme weather.

10. Copyright

Unless stated specifically otherwise in the Quote all Rights in the Deliverables shall be owned by the Agency. Subject to payment of the Services Cost in full the Agency shall grant the Client a revocable royalty free licence, to use the Final Cut for the Purpose in the following marketing channels,

The client reserved  reserves the right to use Final Cut in its own promotional literature, including, but not exclusive to marketing DVD’s, websites and printed literature.

Nothing in this clause confers a right on the Client to use separate elements of the Final Cut such as logos, characters, graphics etc in isolation of the Final Cut unless agreed in writing with the Agency.  Such licence shall automatically terminate if the Client is in breach of these terms and conditions.

The Client shall not make any modification to the Deliverables including the Final Cut and if the Client wishes to use or modify the Deliverables including the Final Cut in anyway or to use the Final Cut for any reason other than the Purpose it must approach the Agency and obtain written consent.

The Client confirms any material that the Client supplies to the Agency for use in the production of the Deliverables does not infringe the Rights of any third party and the Client shall indemnify the Agency against all or any claims, losses, expenses, proceedings, actions, awards, liabilities, costs (including legal costs on a full indemnity basis and increased administration costs) and any other losses and/or liabilities arising out of such material.

The Deliverables may include materials that are authored, created or performed by a third-party such as music and/or library photographs etc. The Agency shall ensure that the Client is made aware of the inclusion of such material and shall ensure that a licence is obtained from the relevant Rights owner on such terms as will entitle the Client to use the Final Cut for the Purpose. Use of those third party materials may involve the Client in continuing liability to those third parties, for example for royalties, licence fees and performance fees.

For the avoidance of doubt, where the Agency makes any presentation to the Client containing any materials that are not incorporated into the Final Cut, the Client shall have no right to make use of any such materials unless and until a separate contract is entered into between the parties.

The Agency reserves the right to use part or all of any Deliverables in its own promotional literature, including, but not exclusive to marketing DVD’s, websites and printed literature.

11. Compliance

Except where the Agency agrees to the contrary, it shall be the sole responsibility of the Client to ensure that the Deliverables comply with all local laws (whether consumer, public or civil), regulations and codes in all countries in which use is intended as stated in these terms and conditions. It shall also be the Client’s responsibility to ensure that the Deliverables carry all disclaimers, warnings and public information which any competent lawyer of the Client in any of the relevant jurisdictions would advise.

Accordingly the Client agrees to indemnify and hold harmless the Agency and the Agency’s agents and employees from any liability, cost, loss, damages award, sum payable by way of settlement or other expense of any kind (including reasonable legal fees) arising from any claim, demand or action alleging that the Deliverables or use of them are contrary to any law, code or regulation in any country.

12. Trademarks and domain names:

If any Deliverables use any trademarks, trading styles or trade names (‘Marks’) owned by the Client or under its control, it is agreed that the Agency shall have the right to use or allow use of any such Marks for the purpose of fulfilling the Agency’s obligations under these terms and conditions. The Agency shall not gain any rights over such Marks by virtue of such use, but the Agency shall be entitled to use the Marks both during and after the production and supply of the Deliverables to promote and advertise its own work.

It shall be the Client’s responsibility to ensure that all domain names used in connection with the Deliverables are wherever practicable properly registered and do not infringe any third party rights and that any Marks of the Client or any third party used in the Deliverables.

13. Obscenity:

The Agency reserves the right to refuse to use, publish or broadcast any information it considers obscene or morally unsuitable or which would breach copyrights, or which is libellous, defamatory or illegal. Should such a submission occur, the Client will be advised which information was deemed unsuitable, and requested to amend the information. If the Client can show good reason to use the “unsuitable” information, its inclusion may be considered.

14. Property:

Where Deliverables are supplied to the Client on computer disks or other electronic storage method, then the Agency remains the owner of these storage media and reserves the right to require immediate return of them.

15. Liability:

Nothing in these terms and conditions shall exclude or restrict the Agency’s liability for death or personal injury resulting from its negligence, liability for fraudulent misrepresentation or any other liability which cannot be excluded or limited under applicable law. Subject to this:

15.1 The Agency’s total liability to the Client in contract law or in tort or otherwise howsoever arising in relation to these terms and conditions is limited to the Services Cost for the Deliverables;

15.2 The Agency shall not be liable in any way in respect of any failure, delay or defect in the supply or use of the Deliverables caused by the supply or specification by the Client of unsuitable material or content or by the reproduction of the Deliverables by a third party; and

15.3 The Agency will not be liable to the Client for economic loss including loss of profits, business, contracts, revenues, goodwill, production and anticipated savings of any description howsoever caused and even if foreseeable by the Agency.

All warranties, conditions and other terms implied by statute, common law or otherwise are hereby excluded from these terms and conditions to the fullest extent permitted by law.

16. Sub-contracting and assignment:

The Agency may sub- contract any or all of its rights or obligations under these terms and conditions and may with the Client’s consent, such consent not to be unreasonably withheld or delayed, assign the benefit and burden of its rights and obligations under these terms and conditions to any other entity.

17. Storage of the projects footage and files of project completion

After the final cut has been delivered to the client. The Agency will store any project related footage and files on its systems. The Customer may contact the Supplier after the project is complete if the Customer requires any further content. All extra footage not used in final cut will be deleted after 30 days. The Supplier cannot be held liable if footage files are lost, damaged or stolen after the Project is complete.

18. Handling of projects footage and files during  the project term

The Agency will take all reasonable steps and precautions to protect the footage files that it gathers during the Project. The Agency cannot be held liable if footage files are stolen whilst in its possession due to, but not limited to, all offenses listed in the Theft Act 1968. Other causes of loss of footage for which the The Agency cannot be held liable include, but are not limited to, natural/human disasters/events, human error and computer system malfunction or failure. In circumstances where footage files cannot be recovered, The Agency will decide whether to re-produce the content at no additional cost to the Customer, or terminate the project with a refund of the Customer’s deposit.

19. Confidential information:

Neither party shall divulge any confidential information which is supplied to it about the other party in the course of the Services or any pre- agreement discussions, other than information forming part of the public domain otherwise than through a breach of this clause or any other obligation of confidence

20. Matters beyond the Agency’s reasonable control:

The Agency is not liable for any breach of these terms and conditions caused by matters beyond its reasonable control including acts of God, fire, lightning, explosion, war, disorder, flood, industrial disputes (whether or not involving the Agency’s employees), weather of exceptional severity, unavoidable hardware or software failures, or acts of local or central government or other authorities. The Agency cannot be held liable to any party for any errors on any medium after the Client has agreed in writing that the content is correct and accurate and should be posted, published or broadcast.

21. Third party rights:

Unless expressly provided in these terms and conditions, no term of these terms and conditions is enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to it.

22. Notices:

Any written notice required by these terms and conditions should be sent to the business address of the intended recipient shown overleaf. Notices can be sent by hand, by post or by fax.

23. Entire agreement:

These terms and conditions are the entire agreement between the parties on the subject matter contained herein and supersedes all representations, communications and prior agreements between the parties in that regard. Each party acknowledges that it has entered into these terms and conditions in reliance only on the representations, warranties, promises and terms contained or expressly referred to in these terms and conditions and, save as expressly set out in these terms and conditions, neither party shall have any liability in respect of any other representation, warranty or promise unless it was made fraudulently.

24. Governing law and jurisdiction:

These terms and conditions and any dispute or claim arising out of or in connection with the or their subject matter shall be governed by and construed in accordance with English law and each of the parties irrevocably submits to the non-exclusive jurisdiction of the courts of England and Wales.