Terms and Conditions

1) Contracts
1.1 Before work can commence, we require an approval of the proposal/ quotation. The client’s approval for The Round Group Limited to start work in writing on paper, via email or electronically is a contractual agreement between the client and The Round Group.
1.2 It is assumed that on agreement of these terms (via instructing us to start work), that a budget is in place for the project. If a budget is not in place and is based on future sales, we need to be informed – for both new and established businesses.
1.3 All prices require the addition of VAT.

2) Quotations/ Standard Rate
2.1 Quotations:
a. are based on the work agreed on the quotation only. Any changes that the client requires, other than the work agreed in the quotation, are subject to changes in timescales and cost.
b. are subject to change to meet any rise or fall of materials or other items; where this occurs The Round Group will notify the client before the work is carried out.
c. are valid for 21 days.
d. (and the subsequent created work), are based on a brief supplied by the client. Alterations to work produced may be charged if the original brief is altered.
2.2 The Round Group may sub-contract any parts of the work or services to be provided, but shall remain liable to the client for the proper performance or its obligations.
2.3 The Round Group’s standard hourly fee is between £50 and £100 per hour – notified on the proposal.
2.4 All work undertaken at the client’s request including work of a preliminary nature will be charged to the client, outside of quoted projects.
2.5 Quotations are exempt from a fee (including travelling costs) unless specifically stated before the quote work is started.
2.6 A project has various stages of approval. We require approval from the previous stage for the following stage to commence. Any change to a previous stage required after another stage has started is liable to our standard hourly fee.
2.7 Training is not included as standard with any quotation. If training is required, we will charge for the time required, including travelling costs, at our standard hourly rate.
2.8 Quotations do not include copwriting or image library fees (from £5 per image,) unless stated.
2.13 For Video Production and event based work, travel costs are incurred for filming outside of 30 miles of our office.
2.14 If the job is over a few days outside of reasonable travelling distance, hotels will be added to the expenses.

3) Payment
3.1 Payment is due 30 days from each invoice
3.2 Payment for services can be received by bank transfer, PayPal or cheque. Cash will not be taken.
3.3 If a cheque is returned by the bank as ‘unpaid’, the client will be liable for a charge of £30.
3.4 Accounts which are not settled on time incur a late payment charge of 10% along with statutory interest of 8% above the bank of England’s base rate.
3.5 When a project is made ‘live’ to the public, it is assumed the project is complete and therefore ready to invoice, unless specified.
3.6 If the project is paused or slowed by the client, we reserve the right to invoice for the work completed to date, as a percentage of the final project.
3.7 If a proposal has distinct parts, those parts can be invoiced separately.
3.8 Retainers are only carried on when payment is no more than one month in arrears. If more than one payment is due, we reserve the right to postpone work until payment is settled.
3.9 If the retainer is to be cancelled and a new month term has been started, the client is liable to potentially pay the full retainer amount, as in some cases the retainers work will be completed far before the month term has ended. A retainer is not 31 days (or a month) of service – it is based on time at our standard hourly rate. We will however
only invoice for the work completed.

4) Travelling
4.1 Travelling time and cost to and from clients’ premises will not have been included in a quotation provided by The Round Group.
4.2 We reserve the right to charge for the travelling time at our standard consultancy rates, and expenses based on 40p per mile, after a client has given approval for work to commence.

5) Meetings
5.1 The initial introductory meeting with a client is not chargeable – any subsequent meetings may be charged at The Round Group’s standard rate.
5.2 Meetings can be arranged during normal office hours, any meetings outside these times may be subject to an additional charge above the standard consultancy rate.
5.3 If a meeting is going to be charged, we will inform the client before the meeting takes place.

6) Clients Providing Media
6.1 All text, photography and graphics provided by clients must be digital with files supplied on CD or email.
6.2 All supplied graphics/ photography must be of sufficient quality for the project.
6.3 The Round Group can charge for additional work involved when the supplied media is not digital, or requires additional work in order for it to be used in the project (includes copywriting, spelling and grammar, and other problems).
6.4 Text must be supplied as real text, and not flattened that requires transcription.

7) Intellectual Property
7.1 Work created specifically for a project, once a client has fully paid The Round Group, will belong to the client. Work not fully paid for by the client, will remain the property of The Round Group.
7.2 Work not created specifically for a project, such as standard web code, will remain the property of The Round Group.
7.3 All concepts and work not used in the final version of a project will remain the property of The Round Group.
7.4 Any work which has not been paid for by a client which has previously been published can be removed by The Round Group.
7.5 We reserve the right to use the project in any form of advertising (web, print etc.) as a demonstration of our portfolio.
7.6 Material supplied by the client will remain the client’s property, and it is assumed by The Round Group that any material supplied by the client belongs to them and does not breach any copyright laws.

8) Limitation of Liability
8.1 We give no warranty in connection with the Services.
8.2 We accept no responsibility for:
a. malfunction in any software whether provided by you or by us;
b. the security of your data, including data loss;
c. backup of your data, unless we have contractually agreed otherwise;
d. delivery of material or privacy of any transmission;
e. the safety or security of any of your goods on our premises or in transit to or from our premises under any circumstances.
f. errors within the project not corrected by the client.
8.3 So far as we handle or store media of any sort on your behalf, we do so on condition that:
a. our liability for the Created Work contained in such media does not exceed the replacement cost of new, unused media of a similar specification;
b. you warrant that you have insured the Created Work contained in such media for its full value;
8.4 You agree that in any circumstances when we may become liable to you, the limit of our liability is the amount you have paid us in the immediately preceding 12 month period for the Services concerned.
8.5 (for the avoidance of doubt) We shall not be liable to you for loss of profits, business, goodwill or any type of special, indirect or consequential loss (including loss or damage suffered by you as a result of an action brought by a third party) even if such loss was reasonably foreseeable or we had been advised of the possibility of your
incurring it.
8.6 The Round Group does not copy work, but if in the unlikely event that a claim is being made because of accidental similarity to another brand’s message/ design etc., we do not take responsibility, and any required amends will need to be charged at the normal rate and legal costs, and any other fees are not allowed to be charged to us.

9) Indemnity
You agree to indemnify us against all costs, claims and expense arising directly or indirectly from:
9.1 your failure to comply with the law of any country;
9.2 the posting by you of any content on your Web site;
9.3 a breach of the intellectual property rights of any person;
9.4 your failure to conform to any relevant Internet protocol;
9.5 the posting by any third party with or without your knowledge of any material on your Web site;
9.6 any action taken or omitted by any third party in relation to your Web site;
9.7 your failure to ensure that email is sent in accordance with applicable legislation (including data protection legislation) and in a secure manner;
9.8 the use of a domain name; any dispute between the User and any other person must be resolved between the parties concerned in such dispute.

10) Design Credit
Websites produced by The Round Group will include a link to the The Round Group website at the bottom of the site on every page, unless specifically requested by the client.

11) Confidentiality
The Round Group agree to treat as strictly private and confidential and not to disclose to any person, make use of or permit other persons to make use of information relating to a clients technology, technical processes, business affairs or finances, or any such information relating to a subsidiary, supplier, customer or client of the client where knowledge or details of the information was received during the agreement, unless any judicial or proper legal authority makes a written request where no further consent or notification is required.

12) Termination of Services
Clients wishing to cancel services with The Round Group are liable for the work which has already taken place by The Round Group. The client will be invoiced for the work already completed up until the notice of cancellation is received; the payment term for the invoice is then 30 days.

13) Force Majeure
For the purpose of this agreement ‘Force Majeure’ means, in relation to either party, any circumstance beyond the reasonable control of that party. Neither party shall be in breach of this agreement or shall be liable to the other, by reason of delay in performance or non-performance of any of its obligations under this agreement that are due to Force Majeure of which it has been notified to the other party.

14) Proposal
The proposal and terms of contract are strictly confidential, and may not be reproduced (any part) without prior permission from The Round Group.

Privacy

15) The Round Group and our clients agree to comply with General Data Protection Regulation (“the GDPR”), in relation to all processing of personal data.
16) The Round Group is only to process personal data received from our clients:
a. To enable us to provide our services and not for any other purpose.
b. Strictly in accordance with authorisation and instructions of our clients (which may be specific instructions, or instructions of a general nature, or as otherwise notified by the Data Controller to the Data Processor).

Data Protection Compliance

17) Both The Round Group and our clients shall comply at all times with the GDPR and other applicable laws and shall not perform their obligations under this Agreement or any other agreement or arrangement between themselves in such way as to cause either Party to breach any of its applicable obligations under the GDPR.
18) The Round Group agree to comply with any reasonable measures required by our clients to ensure that its obligations under this Agreement are satisfactorily performed in accordance with any and all applicable legislation from time to time in force (including, but not limited to, the GDPR) and any best practice guidance issued by the ICO.
19) The Round Group shall provide all reasonable assistance to our clients in complying with its obligations under the GDPR with respect to the security of processing, the notification of personal data breaches, the conduct of data protection impact assessments, and in dealings with the ICO (additional costs may be applied).

Confidentiality

20) The Round Group shall maintain personal data in confidence.
21) The Round Group shall not process or make any use of any personal data supplied to us by our clients otherwise than in connection with the provision of our services to our clients.
21) The Round Group shall ensure that all personnel who are to access and/or process any of the personal data are obliged to keep the personal data confidential.