Terms & Conditions.

1. About us

We are PWDP Ltd, trading as Property Web Design PRO, a company registered in England and Wales under company number 09618765. Our VAT registration number is GB301815540. Our registered office is The Brambles, White Gritt, Minsterley, Shrewsbury, Shropshire, SY5 0JL.

You can contact us at info@pwdp.co.uk, on 020 3637 9838 or 01743 387 388, Monday to Friday, 10am to 5.30pm.

2. These terms

These terms apply to the services we supply to you. Please read them before you place an order. By placing an order you accept them. If there is a conflict between these terms and a written proposal or quotation we have given you, the proposal or quotation takes precedence for the point in question.

Our services are supplied to businesses. Because these are business-to-business contracts, the consumer rights to a cooling-off period do not apply. That does not remove our own cancellation terms in section 9, which we offer anyway.

3. How a contract is formed

We will give you a written quotation or proposal setting out the work, the price and any assumptions. A contract comes into existence when you accept that quotation in writing, including by email, or when you pay a deposit against it. Quotations are valid for 30 days unless we say otherwise.

4. Our services

Depending on what you order, we may provide website design and build, website hosting, ongoing support and content updates, search engine optimisation and marketing, property portal feeds and CRM integration, and property management software.

We will use reasonable skill and care in providing our services, and we will supply them within a reasonable time. Where we give a timescale it is an estimate, and it depends on you giving us content, feedback and approvals when we ask for them.

5. Fees and payment

• Prices are exclusive of VAT unless stated. VAT is added at the prevailing rate. PWDP Ltd is registered for VAT, registration number GB301815540.
• Website projects are paid in two halves. A deposit of 50% is payable on order, and work begins once we have received it. The remaining 50% is payable on completion, and the site goes live once we have received that. Other than the monthly option below, there are no credit terms on a website project: each stage starts when the payment for it has cleared.
• Hosting, support and marketing retainers are invoiced monthly in advance.
• Any other invoice, including additional work agreed after the quotation, is payable within 30 days of the invoice date.
• If an invoice is not paid on time we may charge interest and reasonable recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998, and we may suspend the services until the account is brought up to date. We will give you reasonable notice before suspending anything.

Paying monthly. On some packages we offer a monthly alternative to paying the build fee in two halves. Where you take it:

• the monthly figure combines an instalment of the build fee with the monthly care plan, and your order confirmation sets out how much of each payment is which
• the term is 24 months from launch, and payment is by Direct Debit
• it is available to limited companies and limited liability partnerships only
• the total payable is no more than the one-off build fee plus the same number of months of the care plan, because we do not add interest or any charge for paying monthly

If the Direct Debit is cancelled, or the agreement ends early for any reason other than our own serious breach, the unpaid balance of the build fee becomes payable immediately, because the website has already been built and delivered to you in full. The care plan element simply stops, and you are not charged for care we no longer provide.

6. What we need from you

To do our job we need your co-operation. You agree to:

• give us the content, images, logos, branding and information we ask for, in good time and in a usable format
• respond to requests for feedback and approval promptly, so the project does not stall
• make sure you own, or have permission to use, everything you supply to us, including photographs, floor plans, copy and trade marks
• make sure the information you supply is accurate and complies with the law, including Material Information requirements, EPC obligations and advertising rules
• keep your account credentials secure

You indemnify us against any claim brought against us because content you supplied infringed somebody else's rights or broke the law. If you are late supplying material or approvals, we may reschedule the work and any timescales move accordingly.

7. Website delivery

A standard website takes around four weeks from order to launch, and a more complex build four to six weeks or longer depending on its scope, which we will set out in your quotation. Any timescale assumes we receive the content, images, feedback and approvals we ask for as the work progresses. Where material is slow to arrive, or where we are waiting on a third party such as your CRM provider, portal, or previous web company, the timescale moves accordingly and we will keep you informed.

A website is a digital product, so there is no physical delivery. Delivery is taken to be the sending of a link to the email address you gave us with your order.

8. Changes and additional work

Your quotation covers the work described in it, including a reasonable number of rounds of revision at the draft stage. If you ask for work outside that scope, such as extra pages, a change of direction after approval, or new functionality, we will tell you before we start and quote for it separately.

9. Cancellation and refunds

Our websites are supplied to businesses and are not subject to a consumer cooling-off period. It is not our intention to mislead or disadvantage anyone, so we allow cancellation at any time up until the first draft is delivered.

The 50% deposit is what starts the work, so it is not refundable once we have begun. If you cancel before the first draft is delivered, nothing further is payable and we will simply stop. Once the first draft has been delivered, the full price becomes payable.

If you cancel before we have started any work at all, tell us and we will refund the deposit. We would rather do that than hold money for a job nobody has touched.

10. Hosting

Our hosting packages are business services, paid monthly in advance. There is no minimum term and no termination penalty. If you cancel, hosting continues to the end of the month you have paid for and then stops.

We host in the United Kingdom and we take regular backups. We do not guarantee uninterrupted service, as occasional maintenance and events outside our control will happen, but we aim for high availability and we will give you notice of planned maintenance where we reasonably can.

11. Domain names

Where we register or renew a domain name on your behalf, we register it in your name. You are the legal owner and the registration record says so. You are responsible for renewal fees. If your account with us is closed we will co-operate reasonably with a transfer of the domain to you or your new supplier. We do not hold a client's domain to keep their business.

12. Portal feeds and other third-party services

Where your site connects to Rightmove, Zoopla, OnTheMarket, a CRM or any other third-party service, that connection is subject to the third party's own terms, approval and availability. We will do what we reasonably can to make and maintain the connection, but we are not responsible for a third party changing, suspending or withdrawing their service, or for errors in data they supply.

13. Intellectual property

You own the content you give us: your copy, photographs, logos and brand.

Once you have paid in full, we assign to you the copyright in the bespoke visual design we created specifically for your website: the look of it, the layouts, and the way your brand is expressed. That design is yours, and nobody else gets it.

The design is not the same thing as the machinery underneath it. We keep ownership of the platform we bring to the job and reuse across clients, and that includes:

• our property portal feed software
• our property management software and its back office
• our central database, and any data structures or infrastructure shared across clients
• our APIs, and any credentials or access to them
• the shared framework and code libraries our sites are built on, and any code we reuse across clients

Where those are used in your site, we grant you a non-exclusive, non-transferable licence to use them for as long as you hold a current hosting or support agreement with us. That licence does not give you access to our database or our APIs, and it cannot be passed to anyone else.

If you leave. We do not hold your website hostage. On request, at no charge, we will give you the code written specifically for your site, with the calls to our platform removed and replaced with comments explaining what each one did; a full export of your content and your data in a usable format; and our co-operation with the transfer of your domain.

Being straight with you about what that code is: it is your site's pages, layouts and components, and it will not run as a working property website on its own, because the property feed, database and back office are ours and stay ours. It is a real starting point for another developer, not a finished product, and we would rather tell you that now than let you find out later.

If you want a version that does run on its own, we will quote for building you a standalone site with its own database and feed handling. That is real development work and it is priced as such, but the option is open to any client who asks.

Put plainly: the design belongs to you, the engine belongs to us, you have full use of the engine for as long as you are with us, and if you go you leave with your design, your content, your data and your code.

We may show your website in our portfolio, in case studies and in marketing, unless you ask us in writing not to.

14. Support

Support is provided by email, and by telephone during our opening hours of Monday to Friday, 10am to 5.30pm. We aim to reply as soon as possible, and we prioritise anything stopping your website working. Support covers fixing faults in what we built and making the content updates included in your package. It does not cover new functionality, redesign work, or problems caused by changes made by you or a third party, which we will quote for.

15. Confidentiality

Each of us may learn confidential information about the other. Neither of us will disclose it to anyone else, except to staff and contractors who need it and are bound by similar obligations, or where the law requires it. This obligation continues after the contract ends.

16. Data protection

Each of us will comply with the UK GDPR and the Data Protection Act 2018.

Where we process personal information about your customers, applicants, landlords or tenants in the course of building, hosting or running your website, you are the data controller and we act as your data processor. This section sets out the terms on which we do that, as required by Article 28 of the UK GDPR. It forms part of the contract between us, so no separate agreement is needed.

What we process, and why. We process personal information only so that we can supply the services you have ordered: building, hosting, supporting and running your website and any software we provide with it. That typically means contact details and enquiry content for the people who use your site, and, where you use our property management software, information about applicants, tenants, landlords and vendors. Processing lasts for as long as we supply the services to you.

What we undertake. We will:

• process the information only on your documented instructions, unless the law requires otherwise, in which case we will tell you first if we are allowed to
• make sure the people who handle it are bound by a duty of confidence
• keep it secure with technical and organisational measures appropriate to the risk
• use another processor only where you have given us general written authorisation, which you give by accepting these terms; we will tell you before we add or replace one, and you may object
• put the same obligations on any processor we use, and remain responsible to you for their work
• help you respond to requests from individuals exercising their rights
• help you with security, breach notification and data protection impact assessments, taking into account what we know and the means available to us
• tell you without undue delay if we become aware of a personal data breach
• delete or return the information at the end of the contract, as you choose, unless we are required to keep it
• make available the information you reasonably need to show we are meeting these obligations, and allow and contribute to audits you carry out or appoint someone to carry out

Where the information is held. We host in the United Kingdom. If any processing would involve a transfer outside the UK, we will put an approved safeguard in place first.

How we handle information about you as our client, rather than about the people who use your site, is set out in our Privacy Notice.

17. Our liability

Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited by law.

Subject to that, we are not liable to you for loss of profit, loss of business, loss of anticipated savings, loss of goodwill, or any indirect or consequential loss, however it arises. We are not liable for loss of data where you have not kept your own copy of content you supplied.

Our total liability to you for all claims connected with the contract is limited to the total fees you paid us in the twelve months before the claim arose.

18. Ending the contract

Either of us may end an ongoing service, such as hosting, support or a marketing retainer, by giving written notice at any time. The service then runs to the end of the month you have paid for and stops. There is no minimum term and no penalty for leaving, except where you are paying a build fee monthly under section 5, in which case that section applies.

Either of us may end the contract immediately by written notice if the other commits a serious breach and does not put it right within 14 days of being asked, or becomes insolvent.

If the contract ends, you must pay for work done and services supplied up to that point. Sections covering intellectual property, confidentiality, data protection and liability continue to apply.

19. Events outside our control

Neither of us is liable for a failure to perform caused by something beyond our reasonable control, including failures of the internet, hosting or power infrastructure, the acts of third-party suppliers such as portals, cyber attack, industrial action, fire, flood or government action. If such an event occurs, we will tell you and the affected obligations are suspended while it lasts.

20. Complaints

If something has gone wrong, please tell us at info@pwdp.co.uk so we can put it right. If we cannot resolve it between us, we both agree to consider mediation in good faith before starting court proceedings. Nothing in this section prevents either of us going to court.

21. General

We may update these terms from time to time. The terms that apply to your contract are those in force when you placed your order. If any part of these terms is found to be unenforceable, the rest continues to apply. A delay in enforcing a term is not a waiver of it. Nobody other than you and us has any right to enforce these terms.

22. Governing law

These terms and any dispute arising from them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.