Punk My Pixel Ltd
Company Registration No: 06566794
Registered Office: 27 Old Gloucester Street, Holborn, London, WC1N 3AX, United Kingdom
These Terms & Conditions apply to the supply of all services by Punk My Pixel Ltd (“we”, “us”, “our”).
By placing an order, instructing us to begin work, signing a proposal or agreement, or paying an invoice, you (“Client”, “you”, “your”) agree to be bound by these Terms & Conditions.
1. Definitions
In these Terms & Conditions:
Additional Services means any services requested by the Client which fall outside the agreed scope of work.
Agreement means these Terms & Conditions together with any Proposal, Specification, Work Agreement and/or invoice.
Client Content means all copy, text, images, logos, branding, data, files and other materials supplied by the Client.
Fees means all charges payable for the Services, including project fees, retainers, deposits, expenses and charges for Additional Services.
Hosting Services means any hosting services provided by us through third party providers.
Punk My Pixel Ltd means Punk My Pixel Ltd.
Intellectual Property Rights or IPR means all intellectual property rights, including copyright, trade marks, design rights, database rights, patents, domain names, know-how and software rights.
Proposal means any quotation, proposal, scope of work or statement of work issued by us.
Retained Services means any ongoing services, including support, maintenance, hosting, campaign management or monthly marketing services.
Services means all services supplied by us under the Agreement.
Site means any website, landing page, campaign, advert, asset or digital product created, supplied or managed by us.
2. Proposals and Acceptance
We may issue a Proposal, quotation or invoice based on the information supplied by the Client.
The Client is responsible for ensuring all information provided to us is accurate and complete.
A binding contract is formed when the Client does any of the following:
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signs and returns a Proposal or agreement
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confirms acceptance by email
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instructs us to begin work
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pays a deposit or invoice
We reserve the right to refuse any request for Services before acceptance.
Any changes to the agreed scope may result in additional Fees and revised timelines.
3. Delivery, Reviews and Approval
We will provide the Services with reasonable skill and care.
Where relevant, work will be submitted to the Client for review and approval at agreed stages.
The Client must review work promptly and notify us in writing of any errors or issues within 30 days of delivery or submission.
If no feedback is received within 30 days, the work will be deemed approved.
Unless otherwise agreed, project pricing typically includes up to two rounds of reasonable amendments. Further revisions or out-of-scope changes may be charged as Additional Services.
Any delivery dates or timelines provided are estimates only and are not guaranteed.
We are not responsible for delays caused by the Client, including delayed feedback, missing assets, delayed approvals or changes to scope.
4. Client Responsibilities
The Client agrees to:
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provide accurate and complete information, assets and instructions
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respond to requests for feedback or approval promptly
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obtain all necessary permissions, licences and rights for any Client Content
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keep login details and passwords secure
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not interfere with, damage or misuse any systems or services used in connection with the project
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pay all Fees when due
If the Client causes delays by failing to provide materials, approvals or responses, we may pause or reschedule the work and charge for time already allocated.
5. Client Content
The Client is solely responsible for all Client Content supplied to us.
The Client warrants that it owns, or has permission to use, all Client Content and that our use of it will not infringe the rights of any third party.
We reserve the right to refuse, remove or suspend any content that we reasonably believe is unlawful, offensive, defamatory, infringing or otherwise inappropriate.
The Client agrees to indemnify Punk My Pixel Ltd against any claims, losses, damages, liabilities, costs or expenses arising from Client Content.
6. Fees and Payment
Fees are set out in the Proposal, agreement or invoice.
We may require a deposit before work begins.
Unless otherwise agreed in writing, all invoices are payable within 30 days of the invoice date.
All Fees are exclusive of VAT unless stated otherwise. VAT will be charged where applicable.
Additional Services and out-of-scope work will be charged separately.
If payment is overdue, we may:
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suspend work
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withhold final files or deliverables
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suspend hosting or support services
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charge interest and recovery costs where permitted by law
Ownership and usage rights in deliverables only pass to the Client once all outstanding Fees have been paid in full.
Deposits are non-refundable unless agreed otherwise in writing.
7. Third Party Services and Platforms
Our Services may involve third party providers, including hosting companies, software platforms, plugins, APIs, CMS platforms, ad networks and similar services.
We are not responsible for outages, downtime, security issues, platform changes, price changes or technical problems caused by third party providers.
We do not guarantee uninterrupted access, compatibility or performance of third party systems.
Where the Client manages its own hosting, software, subscriptions or accounts, the Client is responsible for ensuring they are suitable unless we have agreed otherwise in writing.
8. Intellectual Property
All pre-existing intellectual property owned by either party shall remain the property of that party.
All tools, systems, templates, processes, code libraries, frameworks, know-how and reusable assets developed or owned by Punk My Pixel Ltd remain our property unless otherwise agreed in writing.
Subject to full payment of all Fees, the Client is granted a non-exclusive licence to use the final approved deliverables for its own business purposes.
Unless expressly agreed in writing, source files, working files, editable files and development frameworks are not included.
Any third party assets, fonts, images, plugins or software remain subject to the licence terms of the original provider.
9. Support, Maintenance and Hosting
Support, maintenance and hosting are only included where expressly stated in the Proposal or agreement.
If ongoing services are provided on a retainer or recurring basis, they will continue until terminated in accordance with the agreed notice period, or if no notice period is stated, on 30 days’ written notice.
We may suspend hosting, maintenance or other recurring services if payment is overdue.
10. Limitation of Liability
Nothing in these Terms & Conditions excludes or limits liability for death or personal injury caused by negligence, fraud, or any liability which cannot lawfully be excluded.
Subject to this, our total liability arising out of or in connection with the Services shall be limited to the total Fees paid by the Client under the relevant Agreement in the 12 months before the claim arose, or £1,000, whichever is higher.
We shall not be liable for any indirect or consequential loss, including loss of profit, loss of revenue, loss of data, loss of business or loss of opportunity.
We do not guarantee specific commercial results from any marketing, website or digital service unless expressly agreed in writing.
11. Confidentiality and Data Protection
Each party shall keep confidential any confidential information received from the other party and shall not disclose it except where necessary to perform the Agreement or where required by law.
This obligation continues for five years after termination of the Agreement.
Both parties shall comply with applicable UK data protection law, including the UK GDPR and Data Protection Act 2018.
Where we process personal data on behalf of the Client, the Client remains the data controller unless otherwise agreed in writing.
The Client is responsible for obtaining any necessary consents and providing any required privacy information to its users, customers or contacts.
12. Termination
We may terminate the Agreement immediately if:
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the Client commits a material breach and fails to remedy it within 14 days of written notice
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the Client fails to pay any invoice when due
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the Client becomes insolvent
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the Client behaves in a threatening, abusive or inappropriate manner
The Client may terminate the Agreement if we commit a material breach and fail to remedy it within 14 days of written notice.
If the Client terminates a project after work has started, the Client must pay for all work completed, all committed third party costs, and any time allocated that cannot reasonably be reassigned.
Termination does not affect any rights or liabilities that have already accrued.
13. Effects of Termination
On termination, all outstanding Fees become immediately payable.
Where the Client has paid all sums due, we will provide any final approved deliverables the Client is entitled to receive under the Agreement.
Any licence granted to the Client is conditional upon full payment and may be withdrawn if payment remains outstanding.
Any transfer, handover or transition support requested by the Client may be charged separately.
14. Portfolio Use and Credit
Unless the Client asks us not to in writing, we may display the Client’s name, logo and completed work in our portfolio, case studies, proposals, presentations, website and marketing materials.
Unless otherwise agreed, we may include a discreet footer credit such as:
Website by Punk My Pixel Ltd
15. Subcontracting
We may use trusted freelancers, contractors or specialist partners to deliver parts of the Services.
We remain responsible for the overall delivery of the Services.
16. General
These Terms & Conditions, together with any Proposal, agreement or invoice, form the entire agreement between the parties.
If any provision is found to be invalid or unenforceable, the remaining provisions shall continue in full force.
No failure or delay in exercising any right shall amount to a waiver of that right.
No third party shall have any right to enforce any part of this Agreement.
These Terms & Conditions are governed by the laws of England and Wales, and the courts of England and Wales shall have exclusive jurisdiction.
17. Contact Details
Punk My Pixel Ltd
Company Registration No: 06566794
Registered Office: 27 Old Gloucester Street, Holborn, London, WC1N 3AX, United Kingdom