Terms & Conditions of Business

Blue Strawberry Elephant is a Limited Company Registered in England, UK Company Registration Number 5820563.

Registered Office:
Blue Strawberry Elephant Limited, c/o Hebblethwaites Westbrook Court, 2 Sharrow Vale Rd, Sheffield S11 8YZ

Principal Trading Address and Studio:
Blue Strawberry Elephant Limited, Works 57, Chippinghouse Rd, Abbeydale Road, Sheffield S8 OZF

Bankers:
Yorkshire Bank Plc.

Financial Advisors:
Hebblethwaites Chartered Accountants of Sheffield

Legal Representation:
To be advised

Terms & Conditions of Business:

Trading style:
these terms & conditions are applicable to all work carried out on behalf of the client regardless of the trading name or style used. Blue Strawberry Elephant Ltd. (Currently we are at liberty to use the copyrighted trading styles of “The Academy Branding Service”, “The Corporate Branding Service”, “The Art Division” and “Stones Throw” in conjunction with the company name.
Blue Strawberry Elephant trade on the trust and the goodwill of our Clients and Suppliers, but to protect all parties the following terms and conditions will apply to all transactions and contracts unless otherwise varied in writing specifically for an individual contract or project. Following a variation of terms to suit an individual agreed contract terms will revert to those shown below on any further work carried out for the same client. By entering into a contract with Blue Strawberry Elephant the client accepts that these terms or any variation agreed take precedence over any terms and conditions of purchase or any other general or specific purchase policy the client may have published in the public domain or internally managed Terms and conditions stipulated on the Clients Order Form shall be regarded as void, if they are in conflict with our terms and conditions.

These terms and conditions apply to all goods and/or services ordered or commissioned by the Client (School, Academy, Person, Company, Partnership, Organisation or body) from Blue Strawberry Elephant Ltd. by form of an electronic, hard copy or verbal order.

Where Blue Strawberry Elephant Ltd have presented the Client with a digital or printed proposal, this becomes the order, covering the scope of the commission, deadlines, fees payable etc; Blue Strawberry Elephant Ltd reserve the right to charge appropriately for any additional work requested by the client over and above the original scope of work agreed.

Blue Strawberry Elephant Ltd. reserves the right to modify these Terms & Conditions at any time, effective upon posting of an updated version of this agreement on our website (www.bluestrawberryelephant.co.uk). Continued use of our services after such changes shall constitute your consent to such changes.

Acceptance of Conditions:
By placing an order, as outlined above, with Blue Strawberry Elephant Ltd. you confirm acceptance of these terms and conditions.

Survival of Conditions:
Following completion of the work ordered Blue Strawberry Elephant Ltd are the continuing owners of all copy right and intellectual property vested in the work provided. If an arrangement to assign copyright has been made, and that assignment has been completed as a valid transaction, (giving the client ownership of copyright and intellectual property) Blue Strawberry Elephant Ltd reserve the right to object to any use of the work that will show Blue Strawberry Elephant in a bad light or negatively affect Blue Strawberry Elephant Ltd’s reputation, as laid out in the Copyright and Patents Act 1988

Invoices:
Full payment of the total Invoice (including VAT where applicable) is due on the day it is presented which will be on completion of the work ordered or at the end of each calendar month, approval of costing’s, approval of style sheets, approval of artwork, however notified in the initial proposal. Normal credit terms where agreed are payment within 28 days of date of invoice. Longer credit terms are allowed where agreed in writing. Each credit term agreed will be subject to these terms and conditions but the hourly tariff may vary at the sole discretion of Blue Strawberry Elephant Ltd an hourly rates tariff card is available on request.

Expenses and Additional Costs:
Blue Strawberry Elephant Ltd reserve the right to charge out expenses and additional costs, arising from additions, substantive changes and amendments to designs and artworks made by the Client to the original order, on top of any previous quoted fee.

Timing:
Blue Strawberry Elephant Ltd will undertake commercially reasonable efforts to perform the services within the deadlines agreed within the commission, but cannot be held responsible for any loss or damages, resulting from the clients delay at any stage of the commission.

Clients Responsibilities:
The Client acknowledges that it shall be responsible for performing the following in a reasonable and timely manner:

Trademarks & Copyrights:
The client guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork supplied for inclusion are rightfully owned by the Client, or that the Client has explicit permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend Blue Strawberry Elephant Ltd. from any claim or suit arising from the use of such elements supplied by the Client.

Data Confidentiality:
Blue Strawberry Elephant Ltd will not use Client data for other purposes other than those agreed with the Client, in compliance with the Data Protection Act 1998.

Accreditation and Promotions:
Blue Strawberry Elephant Ltd retain the right to reproduce, publish and display the commission in Blue Strawberry Elephant Ltd portfolios, and promotional material however transmitted. The Client agrees that Blue Strawberry Elephant Ltd. may refer to the Client and the Creative Marketing Services provided to the client and reproduce the Client's logo(s) in connection with its marketing and promotional activities to third parties but will only use written testimonials with the clients consent. Either party, subject to the other's reasonable approval, may describe it's role in relation to the commission, and if applicable, the services provided to the other party on its Website and in other promotional material, and if not expressly objected to, include a link to the other party's Website.

Liability:
Although Blue Strawberry Elephant Ltd endeavour to carry out all commissions to the highest standards of professionalism and care, it hereby excludes itself, its employees and any commissioned work from:

Force Majeure:
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control; including but not limited to 'acts of God', strikes, lock outs, accidents, war, fire, power failures, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and Blue Strawberry Elephant Ltd shall be entitled to a reasonable extension of its obligation.

Cancellations:
Prior to cancellation of a commission by a Client, Blue Strawberry Elephant Ltd. shall be given time (10 days) to remedy any dissatisfaction by the Client or breach of the order. Cancellations of commissions must be made in writing within 3 days of viewing designs or artwork, and will be subject to a charge based on Blue Strawberry Elephant Ltd hourly rate of £85 per hour (or any other hourly rate agreed at the time of order, or from which an overall price has been derived and agreed). If expenses have been incurred in respect of additional third parties including but not limited to: freelance design and artwork, copywriting, commissioned illustrations and photography, stock photography, software, domain name registration, web space and internet connection, they will be subject to payment by the Client. Where possible third party products will not be purchased until the design has been approved.

Intellectual Property Rights:
All creative works, documents, designs, source files and final 'artworks' (for both printed and web use) created by Blue Strawberry Elephant Ltd. remain the sole Intellectual Property of Blue Strawberry Elephant Ltd. and are copyright protected, and cannot be reproduced without our written consent. Should the Client become insolvent, sell or transfer ownership, Blue Strawberry Elephant Ltd maintains their Intellectual Property Rights over all works commissioned, unless assigned by the mutual agreement of Blue Strawberry Elephant Ltd and the Client. The placing of an order by the client to another third party / person or agency, constitutes a guarantee that the necessary authority and permission has been obtained from Blue Strawberry Elephant Ltd in respect of the creative works, documents, designs, source files and final 'artworks' for a single, specified use. The client must indemnify Blue Strawberry Elephant Ltd in respect of all actions, proceedings, costs demands and claims arising from any such breaches.

Exclusivity - Blue Strawberry Elephant Ltd, being experts in what we do, attracts clients in similar fields, sometimes competitive fields. While we offer expertise and ensure confidentiality and cost effective design and marketing solutions we cannot give free exclusivity, unless a previously agreed written contract has been accepted by all parties involved.

Early Termination of Contracts:
Unless otherwise agreed in writing, either party is entitled to terminate the Agreement at any time by giving no less than 3 months written notice. Such notice to be confirmed as received before the notice period is deemed to have commenced. If the Client terminates their contract Blue Strawberry Elephant Ltd shall be entitled to invoice the Client for the balance (if any) of work completed, allocated or scheduled to be carried out within the three month notice period or thereafter if the work commissioned was scheduled to carry on after the three month period plus costs incurred by Blue Strawberry Elephant Ltd, in such circumstances or to the end of the agreed year whichever is less.

Law:
These conditions and all other express terms of contract shall be governed and construed in accordance with the laws of England.

 

Web & Interactive Projects

Legal Requirements for the Web:
Blue Strawberry Elephant Ltd adhere to W3C standards and accessibility requirements for website builds whenever and wherever possible.

Sub-contracting:
Blue Strawberry Elephant Ltd. reserves the right to assign other web designers or subcontractors to a project.

Website Hosting:
Blue Strawberry Elephant Ltd. will endeavour to make sure downtime on the web or other interactive solutions is kept to a minimum, based on industry standards, and cannot be held accountable or responsible for any loss of potential revenue resulting from such occasions. If and when needed, Blue Strawberry Elephant Ltd. can recommend partnerships with third parties, such as hosting companies, payment providers etc. For specific details, please refer to your individual Hosting Agreement for full terms and conditions.

Website Maintenance / Updates:
Requests for maintenance and updates are to be made in writing by the Client via email and are completed at our hourly tariff rate prevalent at the time.

Interactive Limitations and Liability:
Blue Strawberry Elephant Ltd. can make no representations, warranties or guarantees in respect of the Client's internet marketing program, its functionality, performance or results. We cannot guarantee success by optimising a website or undertaking a Google Adwords campaign. We make no guarantees that any specific search engine will accept or list the Client's Web site, and can take no responsibility for misrepresentation of the Client's company by a third party.

Statistical Reports:
Blue Strawberry Elephant Ltd use Google Analytics to produce website statistics. Blue Strawberry Elephant Ltd will set up Google Analytics in an existing Google account or set up a new account as required by the Client. Statistical reports will be supplied with prior agreement as part of a specific job or Maintenance Agreement. Otherwise report generation and analysis / feedback will be charged at the hourly tariff rate prevalent at the time.

Email Marketing:
Blue Strawberry Elephant Ltd. May use trusted email marketing software for the purpose of sending emails to 'opt in' data lists only. Blue Strawberry Elephant Ltd do not send bulk emails to 3rd party / purchased data lists and will endeavour to inform the Client if supplied data is in breach of regulations.

E-Commerce Solutions:
Where Blue Strawberry Elephant Ltd use third party software for an e-commerce solution, Blue Strawberry Elephant Ltd cannot be held accountable or responsible for any loss of potential revenue resulting from any software failure and are subject to their terms and conditions. For payment transactions, the client is solely responsible for all aspects of security, confidentiality and data control as agreed between them and their payment provider.

Content Managed System (CMS) Websites:
Blue Strawberry Elephant Ltd. use a number of software technologies for their CMS solutions, based on the Clients requirements. Once the Client's CMS website has been uploaded to a live server and deemed 'complete' it is then the Client's own responsibility to undertake website maintenance and updates, unless otherwise agreed in writing.

Software Technology Providers Terms & Conditions:
Where necessary Blue Strawberry Elephant Ltd. will work with third party Software Technology Providers, with the mutual agreement of our Client. Many of these third party Software Technology Providers have their own set of Terms & Conditions and it is the responsibility of the Client to make sure they are compliant with these for the duration of the commission.

Internet Delays:
Blue Strawberry Elephant Ltd. rely on third party ISPs for their website hosting and these services may be subject to limitations, delays and other problems inherent in the use of the internet and electronic communications. Blue Strawberry Elephant Ltd. is not responsible for any delays, delivery failures or other damage resulting from such problems.

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