General Terms and Conditions

By ordering any of our services via our website, via email, fax or otherwise written form or VERBALLY over the phone, you authorise Happy Earth and its associated companies and suppliers (hereafter referred to as “we/us/our”) to proceed with the creation of the ordered service or product (hereafter referred to as “product”) on the terms stated below.

1. Office Hours

   Our office hours are 9am – 5.30pm (GMT), Monday to Friday. Telephone calls received out of hours will be diverted to our answering machine and dealt with on the next working day. Where staff mobile telephone numbers are provided, we ask that you exercise discretion when calling out of hours and only call in emergencies, as in some cases these are also the staff’s personal telephones. We appreciate your understanding.

2. Contacting us

   There are four ways to contact us:

   Website: Enquiry form

   Email: hello (at) happyearth (dot) eu

   Tel: 020 79936551

3. Orders & Payment

   By placing an order with us/making a purchase on our website or otherwise via written or verbal communication, you are entering into a sales contract with us and acknowledge and agree to the terms and conditions of sale listed on this page. Unless otherwise agreed, all orders/purchases must be paid for in full at the time of order and work will only commence once we have received full payment. This allows us to keep fees transparent for you and to a minimum as our resources are not wasted chasing outstanding bills. We have also experienced that this results in clients being interested in getting a job done in a more timely manner which results in happier clients as their projects don't drag on and they can reap the benefits of our work more quickly.

4. Turnaround Times

   The Turnaround Times stated as part of our Product descriptions on this website are guidelines applicable during averagely experienced work loads. These may vary depending on the staffing levels and work load we experience at the time of your order and when you supply us with all necessary copy, images and otherwise required materials. We agree to always advise you of likely completion dates taking these circumstances into consideration, and we agree to always notify you promptly if any delays should become likely.

5. Provision of Materials

   You agree to provide us with the specific copy, images, information and other relevant material we require in order to create your product, or to advise us as to where we can locate such materials. A charge may be made to cover any additional work involved where copy supplied is not clear and legible or supplied as paper original requiring keyboard input. We accept no responsibility for the product not being put live/ being completed by a specific date if we are unable to secure necessary and/ or suitable information and/ or materials from you. If you cannot supply the information you wish to feature in your product, we will do what we can to obtain it, but we accept no responsibility for errors, omissions or discrepancies which may be present on the final product, as these may arise through our lack of specialist knowledge regarding the content of your product. The time taken to compile the data, as well as any time required to correct errors, omissions or discrepancies which have arisen through your not providing us with adequate materials, will be charged to you at our standard rate. We accept no responsibility for the delay caused in providing you with the final product as a result of your supplying us with insufficient or unsuitable materials. This does not apply if the additional cost could have been avoided but for unreasonable delay on our part in ascertaining the unsuitability of the materials with which you provide us. Where you supply or specify materials, we will take every care to secure the best results in the finished product, but we accept no responsibility for imperfect work caused by defects in or unsuitability of materials so supplied or specified.

   It is your responsibility to ensure the contents you provide is in keeping with the applicable laws including copyright, criminal law, patents, trademarks and any other authority legislation affected by the content. We reserve the right to terminate at any time a contract to provide design, marketing, publishing, print management or other services relating to any material felt to be in contradiction of any of these laws.

6. Copyright

   Unless negotiated and agreed in writing, the copyrights of our products, including but not limited to, creative concepts, designs, general artwork, commissioned artwork, illustrations, website designs, web banner designs, eshot designs, programming, photography and copy, created by us, belong to us. If you supply us with material, it is your responsibility to obtain all necessary copyrights for its use, and we assume that you possess these. In such cases, the copyright of such material belongs to you or the respective copyright owner whose permission you have to use the material.

   You agree to indemnify us from any claim which arises regarding the use of material with which you supply us.

   We reserve the right to use any of the products we produce for you, including but not limited to, branding work, graphic and digital designs, website designs, artwork or printing, for the purposes of promoting our services unless you request otherwise in writing.

7. Illegal Matter

   We reserve the right not to utilise, publish or print any matter deemed illegal, libellous or offensive, or which may be an infringement of the proprietary or other rights of any third party. This agreement indemnifies us in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.

8. Websites

   Website Updates & Site Maintenance

   Unless you are requesting website updates or maintenance as part of the "Small/Medium or Large Hosting & Support Package" you are subscribed to, our minimum charge for website updates & maintenance is £70 + VAT and all requests for work will be quoted for at our hourly rate of £70 + VAT or a set project fee with a minimum of £70 + VAT.

   Hosting & Support

   If we provide you with a bespoke website utilising our powerful CMS, you must also purchase one our monthly hosting & support packages for the website to be live. Please refer to our Hosting Terms and Conditions. The support provided as part of these packages by us over the telephone or via email is limited to the amount of hours per month stated in the relevant product description on this website, and this support allowance can not be carried forward if unused. This support service can be used for a mix of CMS support, special website updates that you don't wish or can't carry out yourself, website related design tasks and marketing consultation.

   Bespoke Website IP

   If we have designed a bespoke website design for you then the intellectual property for the CMS application will remain that of us and/ or third-party suppliers, however the bespokely designed frontend website template will become your IP insofar payment has been received in full.

   CMS/E-commerce

   CMS website/add-on designs will be provided to you as an empty site with empty add-ons, and training will be given to you on using the system. Our job is done once your bespokely designed website/add-ons are ready to be populated and training has been given. We offer a service to populate your website/add-ons on your behalf, and prices are available on request for this service. Additional training and support packages are also available, and again the prices for these services are available on request.

   Warranty

   We guarantee all of our websites/add-ons provided to you insofar as we will rectify any faults or bugs caused by our wrong-doing and reported within 30 working days of the website/add-on going live at no extra charge.

   Website Proofs

   Once you have agreed the look and feel proof and instructed us to proceed to build your website, any subsequent changes in style or design requested by you will be charged for at our standard hourly rate.

   Exceptions (Web)

   We accept that certain details regarding your business, such as telephone numbers and email addresses, sometimes change, and that the details placed in a proof are liable to change. To this end we will amend smaller details such as these as part of our construction package. This policy applies throughout your contract with us: if a minor detail needs to be amended, we are more than happy to do so, free of charge. Larger changes, such as the creation of a new page or introduction of a new feature on your site, or the sourcing/changing of images are not covered by this policy and must be paid for.

   Construction Site

   During the design and website build process, we will usually set up a test site so you can test and see your website in action prior to it going live. You are not permitted to point your own domain name to the test site. If this is found to be the case, we reserve the right to remove the site from the server.

9. Printed Materials

   Print Proof Agreement

   If we have provided you with a printed or pdf print proof, your approval thereof, whether by email, fax, letter or telephone, confirms that you agree to the design and contents of the printed document as depicted on the proof. With your approval thereof, you indemnify us from all liability for any errors, omissions or discrepancies which may be present on the proof. Once you have approved the proof, you are not able to make any changes to the final product, nor are you able to hold us responsible for anything you are unhappy with and you will not be able to take any kind of action against us for any aspect of the work with which you are later dissatisfied. Your approval means that, as long as the finished product is as discussed with us and consistent with the proof if supplied, you will not be entitled to any refunds for the work, and must pay for it in full if not already done so. This fact applies whether or not you later take issue with any aspect of the product.

   It is your prerogative to ensure all work carried out is approved for correct content including grammar, spelling, and technical content.

   Making Changes After Print Proof Stage

   If a change is requested, we will do everything we can to make the correction before the printing starts, but we cannot guarantee this. We accept no responsibility, under any circumstances, for any mistakes present on the completed work, as the signing-off of a proof absolves us of all liability (see “Print Proof Agreement” above). Once the proof is signed off or agreed, whether verbally or via email, we incur a film/plate(s)/set-up charge and this is passed on to you as part of the total charge. Any changes made after a proof is signed off will result in a further film/plate(s)/set-up charge.

   Print Quality

   Every effort will be made to obtain the best possible colour reproduction on your work but because of the nature of the processes involved, we cannot guarantee an exact match in colour or texture between any materials with which you supply us, and the printed article.

   Quantity Supplied

   Every effort is made to produce the exact quantity of items ordered. However, some variation is inherent in the print process and so you accept that minor variations in quantity are possible. These do not affect the price charged.

   Claims

   Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to us within three clear days of delivery (or, in the case of non-delivery, within 28 days of dispatch of the goods) and any claim in respect thereof must be made in writing to us and the carrier within seven clear days of delivery (or, in the case of non-delivery, within 42 days of dispatch). All other claims must be made in writing to us within 28 days of delivery. Happy Earth shall not be liable in respect of any claim unless the aforementioned requirements have been complied with except in any particular case where the customer proves that (i) it was not possible to comply with the requirements and (ii) advice (where required) was given and the claim made as soon as reasonably possible.

   Standing Material

   All materials (including but not limited to film, plates, negatives and positives) produced and used by us or our suppliers during the production process remain the property of Happy Earth or, where applicable, our suppliers. Where these materials are provided by you, they remain your property. We reserve the right to dispose of lithographic work immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged for the safe-keeping of the materials.

   Payment Terms

   You must pay the total print fees including any applicable taxes to us upfront.

10. Jobs Put On Hold or Cancelled by the Client

    Jobs put on hold or cancelled by you at any time between order placement and service completion/delivery will generally not be reimbursed or will be invoiced in full if payment hadn't already been made in full. It is at our sole discretion if we are able to credit you part of the fee.

11. Quotes

    All quotes for work are valid for thirty (30) days, after which time all proposed work will have to be re-quoted. We take no responsibility for a re-quoted price differing from an original quote.

12. Consequential Loss

    We accept no liability whatsoever for consequential or third party losses, resulting in a delay in delivery of our products howsoever caused.

13. Financial Loss

    We accept no liability whatsoever for financial loss or loss of earnings arising from products, services or consultation provided by us.

14. Force Majeure

    We accept no responsibility if we are unable to carry out any provision of the contract for any reason beyond our control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency you may, by written notice to ourselves, elect to terminate the contract in which case we will always endeavor to refund any up-front payment minus the amount equivalent to the work already carried out/materials already purchased. If physically able, we shall try to provide you with the work completed to that point.

15. Delayed Delivery

    We shall not be liable for any loss to you arising from delay in transit or electronic delivery of our products caused by circumstances beyond our control.

16. Credit Terms

    For invoices not settled within the agreed credit terms, we reserve the right to charge interest on the overdue debt at 10% per month. For example if the outstanding amount is £100, an additional charge of £10 would be charged for each month the account remains overdue. Interest is not charged on the interest.

17. Insolvency

    If you cease to pay your debts in the ordinary course of business or proving unable to pay your debts as they become due or, being, a company, you are deemed to be unable to pay your debts, or have a winding-up petition issued against your company or, being a person, commit an act of bankruptcy or have a bankruptcy petition issued against yourself, we, without prejudice to other remedies, shall (i) have the right not to proceed further with the contract or any other work for you and be entitled to charge for work already carried out (whether completed or not) and materials purchased for you, such charge to be an immediate debt due to it, and (ii) in respect of all unpaid debts due from you, have a general lien on all goods and property in your possession (whether worked on or not) and shall be entitled on the expiration of 14 days’ notice to dispose of such goods or property in such manner and at such price as we think fit and to apply the proceeds towards such debts.

18. Data Protection

    We agree to keep your confidential information confidential, including all administration areas of websites and details of referrers and those who are referred. All such data recorded by a website will be completely secure, and all information will be treated as confidential in accordance with the Data Protection Act.

19. Partial Invalidity

    
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

20. Governing Law

    This Agreement shall be exclusively governed by and construed in accordance with the laws of England whost courts shall have sole jurisdiction.

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