Terms and Conditions

1. Definitions
   1. Value-Aware refers to the firm Value Aware Internet Development and Consultancy.
   2. I, We or Us refers to Value-Aware.
   3. You refers to any client or prospective client of Value-Aware.
2. Introduction
   1. These terms and conditions apply to all services and products provided by Us, except where contradicted by terms of a particular contract.
3. Charge & Payment
   1. Payment is accepted by cheque and paypal in all cases. For recurring payments, standing orders are also accepted.
   2. All charges shall be invoiced.
   3. All invoices shall be payable within 30 days of the date printed on the invoice.
   4. We will send invoices to clients by electronic mail and/or first-class post no later than 1 working day after the date printed on the invoice. For clients outside the United Kingdom, where electronic mail only is not acceptable, specific arrangements will be agreed.
   5. Any invoice not paid in time shall attract a late payment charge of 1% of the original invoice amount or £2.50, whichever is greater. This charge shall be applied once the invoice is overdue, and each full calendar month thereafter.
   6. Late payment charges do not generate separate invoices, but are considered attached to the original invoice.
   7. Where there are late payment charges in respect of an invoice, that invoice shall not be considered paid until we have received the total of the original invoice amount and the relevant late payment charges.
   8. Discounts are offered for charities and good causes. An organisation will be offered this discount if it meets any of the following conditions:
      1. They are registered with the Charity Commission for England and Wales
      2. They are registered with the Office of the Scottish Charity Regulator
      3. They are determined to be a good cause according to the exclusive discretion of Value-Aware.
4. Warranties
   1. No implied warranties are extended to our services and products. This includes fitness for purpose.
   2. All products and services will comply with the relevant agreed specification; any that fail to do so will be rectified, or a partial refund made by mutual agreement.
   3. All delivery dates in an agreement shall be met. Any that are not will lead to an agreed penalty, such as a reduction in payment, as outlined in the specific agreement.
   4. All specific agreements including delivery dates shall also include details of such penalties.
5. Intellectual Property
   1. Clients warrant that relevant intellectual property rights to any content or other element supplied by them are either:
      1. Owned by them or
      2. Granted to them in a suitable and sufficient manner for the intended use
   2. Clients further indemnify Value-Aware for any and all losses incurred by us in regard of any element supplied by you due to its not fulfilling the requirements of 5.1 above.
   3. Value-Aware warrants that relevant intellectual property rights to any design or other element supplied by us are either:
      1. Owned by us or
      2. Granted to us in a suitable and sufficient manner for the stated use(s)
   4. Value-aware further indemnifies you for any and all losses incurred by you in regard of any element supplied by us due to its not fulfilling the requirements of 5.3 above, with the particular exception of losses resulting from any use(s) other than those stated in any agreement between you and us.
   5. Clients retain all intellectual property rights, including but not limited to copyright, pertaining to elements they supply. In most cases this applies to content, but may apply to some design elements.
   6. Value-Aware retain all intellectual property rights, including but not limited to copyright, pertaining to elements they supply or produce in the course of providing any product or service.
   7. Value-Aware grants the client perpetual non-exclusive rights to display, distribute and reproduce all elements supplied by us as part of a product or service, provided such use is as stated in any agreement between you and us.
6. Hosting and Hosted Services
   
   1. You take sole responsibility for any content you place on any hosting or hosted service provided by us, whether placed directly by you or placed by us on your behalf; you further indemnify us against any loss resulting from such content.
7. Version
   1. These Terms & Conditions are as published from the second of July, 2010 (2010-07-02).
   2. In any explicit written agreement between you and us, a copy of these Terms & Conditions will be supplied, and that shall be the version applied to that agreement.
   3. In general, the version of these Terms & Conditions to apply to any agreement is the most recently published version at the time of the agreement.
   4. All previous versions of these Terms & Conditions are archived, and we will produce on demand a copy of the terms as applied on a specified date in the past.
   5. If you have a current agreement with us, and wish to update the applied version of these Terms & Conditions, this can be done by mutual consent.