Promozoo Terms And ConditionsDefinition of our terminology as used within this document:
A 'Project' is any work undertaken or service provided by Promozoo Limited for the client on their request and as described in our confirmation order email to that client.
A 'Client' is a person, persons, business or organization using any of the services provided by Promozoo Limited.
'Live Mode' means the date the website, app, software or other marketing campaign is available to the Client. 'Domain' is the website address as specified by the client.
'Open Source Software' is software made freely available to anyone under the GNU General Public License (GPL).
'Hosting' is a yearly cost to keep client websites activated online
'Content' is text, images, video and audio that the client requires for a project.
- Commencement of work
- Payment Terms
- Transfer of Intellectual Property (IP)
- Websites and Hosting
Commencement of work
- The contract between Promozoo Limited and the client will be on these conditions, to the exclusion of all other terms and conditions. Any variations to these conditions shall have no effect unless agreed in writing.
- The works to be carried out shall be as set out in the Promozoo Limited Sales Order Confirmation.
- Promozoo Limited will only commence work on a project after a written instruction to proceed (via email or letter) from a client upon receipt of a Sales Order Confirmation.
- Promozoo Limited's payment terms are 30 days from invoice for established credit accounts, except for media buying, postage and any third-party purchases where credit terms are not in place, in such cases payment is required with order.
For new clients, payment is required with first order confirmation and works will proceed on the basis of cleared funds in Promozoo Limited's bank account.
Where projects are to be completed in phases - such as campaigns or software development, phased payment terms will apply. Invoices will be raised at the completion of each phase or where the work of a particular phase exceeds month end, invoices will be raised for the work completed within that month for a given phase. Phases will be laid out in the sales order confirmation as part of the engagement proposal documentation. Promozoo Limited reserves the right to pause work until receipt of payment in any phase. Final phase settlement must be made in full within 30 days of date of final invoice.
- Email marketing (dotdigital) clients, a license fee is payable in full prior to account activation. Monthly bills will be issued in accordance with the clients chosen rate card. An annual renewal license fee will be applied.
Email marketing fixed contracts are set for a period of 12 months from commencement date. Should a client not complete the full term of 12 months the remaining charge for that 12-month period will apply. Notice to terminate a fixed contract must be given in writing 30 days prior to the next renewal date. If written notice is not given prior to the 30 days renewal date the contract will roll over for a further 12 months.
- Should work be suspended, cancelled or delayed at the request of the Client, Promozoo Limited reserves the right to charge for any services undertaken, materials ordered and any reasonable related expenditures.
Transfer of Intellectual Property (IP)
- Promozoo Limited works on a 'finished works' basis for all creative and original development projects. Projects are priced on the basis that the finished work and ownership therein transfers to the client once at final payment has been received. All component conceptual works IP, including sketches, code, concepts, art files, photography (unless expressly purchased/licensed for the project), film rushes, motion graphic, animations, audio and project proposals that may or may not be used in the 'final works' remain the IP of the originator. Unless specifically stated projects are created for their intended use in one geographical market e.g. Ireland for the duration of the campaign which is understood to be 12 months for advertising campaigns and 'to launch' for digital projects.
Licences for use of Promozoo Limited's original creative and code, for use in additional geographical markets other than those expressly intended and/ or per annum beyond the intended initial 12 months, shall remain the exclusive right of Promozoo Limited.
NOTE: The upkeep of digital projects and campaign management will be covered under a specific service level agreement (SLA).
Websites and Hosting
- Promozoo Limited will build websites and apps that have a legal and regulatory compliant status. It is the responsibility of the client to verify that their commissioning of development or hosting complies with all relevant legislation within the markets it serves. Attention should be paid to domain names, use of 3rd party imagery, content and brand IP.
- Where images used on the website have been purchased by Promozoo Limited on behalf of the client, these images are strictly for use on the website only. Promozoo Limited is not liable for misuse of these images by the client or any other person's copying, altering or distributing the images to individuals or other organizations.
- One set of change requests are complimentary in the post-production phase of any website or application project, thereafter any change requests may be charged at the applicable Promozoo Limited's rates.
- Promozoo Limited will manage the hosting of the website or application at the request of the client for the relevant hosting service level agreement (SLA). In doing so, Promozoo Limited will endeavour to provide a reliable and professional service to the client at all times but will be bound by the uptime of the web service provider.
- All standard hosting offered by Promozoo Limited is limited to 500mb of website space unless otherwise stated.
- Promozoo Limited cannot be held responsible for anything adversely affecting the client's business operation, sales, or profitability that might be claimed is a result of a service offered by Promozoo.
- Where asked to provide search engine optimisation for a client, Promozoo Limited cannot guarantee any specific placement or high ranking on search engines.
- Promozoo Limited will endeavour to meet any given deadline, but as all creative and development projects are iterative in nature, Promozoo Limited is not commercially bound by completion of a project to a given date.
- In the instance of updates to websites and apps, where open source software, or 3rd party software is used Promozoo Limited will scope and cost the updates for client sign off before carrying out the work, unless specifically covered in an SLA.
- Domain names may be registered by Promozoo Limited and in this instance will be registered to the Promozoo Limited's current business address. If the domain names are registered to Promozoo Limited, the client is the legal owner of the domain once payment has been received in full. If the client requests to have details changed or the domain transferred elsewhere, Promozoo Limited will do this within a reasonable timeframe.
- It is the responsibility of the client to renew their domain names when due. In the instance where Promozoo Limited is commercially engaged to manage domain names, then every effort will be made to advise the client of renewal dates but ultimate responsibility for renewals rests with the client as owner.
- Renewal of hosting is due on a yearly basis. The date of renewal will be annually from the date the website was made live or January 1st as advised. The hosting will not be renewed if Promozoo Limited cannot contact the client or the client requests that Promozoo Limited not host this site. This will also affect the domain as per item 4k.
- The hosting renewal charge must be received within 10 days of the hosting expiry date. Promozoo Limited reserve the right to deactivate any website where the hosting has expired and the client has not paid the renewal charge. In such an event there will be an admin fee set by Promozoo Limited for reactivating the website/Hosting.
- Should a client wish to transfer a domain name or move hosting to a provider other than Promozoo Limited a minimum order charge will apply and must be received before the transfer is completed.
- If the client does not use Promozoo Limited's hosting services, then the management and hosting of the domain name are the full responsibility of the client.
- Promozoo Limited has no control of, or responsibility for, the content of clients' websites. In no way does the textual or image-based content of our client's web sites constitute Promozoo Limited's endorsement, or approval of the website or the material contained within the website. Promozoo Limited has not verified any of the materials, images or information contained within our client's web sites and is not responsible for the content or performance of these sites or for the client's transactions with them. Promozoo Limited may provide links or references to our client's websites solely for the convenience of prospective customers and intends that the links it provides be current and accurate, but does not guarantee or warrant that such links will point to the intended client site at all times.
- Promozoo Limited shall place a small text link on the footer of a client's website that simply states the website was designed by Promozoo Limited and links to our company website.
- Promozoo Limited are not liable for loss, damage or corruption to files or information stored on its servers or individual PCs relating to a client's website. The client is solely responsible for any information or files relating to its website.
- Promozoo Limited makes no claims that the contents of a website or app may be lawfully viewed or downloaded outside the Republic of Ireland. Access to this website may not be legal by certain persons or in certain countries. If this website is accessed from outside of the Republic of Ireland, it is done at own risk and the visitor is responsible for compliance with the relevant laws of the visitor's jurisdiction.
The terms and conditions of this website are governed by the laws of the Republic of Ireland. Jurisdiction for any claims arising in respect of this website's content shall lie exclusively with the courts of the Republic of Ireland. If any provision of these terms and conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.