terms of use and engagement; promoting transparency
These Terms of Use and Engagement (the “Terms & Conditions”), together with the Privacy Policy (“Privacy Policy”, and collectively – the “Terms”) available at pixelgraphics.eu, together set forth the entire terms and conditions governing each visitor or end user and client (“User”, "Client", “You” or “Your”) of the pixelgraphics.eu website (“Website”) and/or related services (collectively - the “Services”) subject to the agreement (the "Agreement").
The Terms constitute a binding and enforceable legal contract between Epos Pay Limited (together with its affiliated companies worldwide – “Pixel Graphics”, “Us” or “We”) and You – so please read them carefully. You may use the Services only if You fully understand and agree to the Terms. If You do not read, fully understand and agree to the Terms, You should leave the Website and avoid or discontinue all use of the Services immediately.
Pixel Graphics will always provide you with a written proposal based upon on Your requirements as part of our Services to You. Such proposal is the basis of Your Agreement with Us. Our proposal to You will always contain a link to Our current Terms & Conditions and Privacy Policy. Your express oral and/or written acceptance of our proposal and subsequent payment, or pre-payment for such Services constitutes your legally binding acceptance of Our Terms & Conditions of Use and Engagement.
The Terms & Conditions are governed by the laws of England. Please note that we may change these Terms & Conditions from time to time at our sole discretion and we reserve the right to do so without Your consent. Any revised Terms & Conditions will be applicable at the time of posting on pixelgraphics.eu. Please ensure that You review these Terms & Conditions regularly as You will be deemed to have accepted a variation if You continue to use Our website and Services after any such changes or amendments have been posted. Our website always displays current Terms & Conditions upon which We engage with You.
All access of and to pixelgraphics.eu, now and in the future, will be regarded as Your acceptance of any amendments, modifications or changes made to the Website, the Services to You or Content owned by Us.
1. Your Acceptance of the Terms
By using the Website and/or any of the Services, and/or by accepting these Terms & Conditions of Use and Engagement and/or the Privacy Policy, whichever occurs first, you signify and affirm your informed and irrevocable consent to the Terms & Conditions applicable to Your use, which are all incorporated herein by reference, and agree to fully comply with them.
2. User Representations and Warranties
By accessing, or using the Website or by making any use of the Services or third party services or products which are offered in or linked to via the Website, You represent, warrant and undertake that (a) You are at least eighteen (18) years of age, or of the legal age of majority in Your jurisdiction, whichever is greater – and You acknowledge and agree that the use of the Services is strictly prohibited for individuals under such age; (b) You possess the legal authority to enter into the Terms and to form a binding agreement under any applicable law, to use the Services in accordance with the Terms, and to fully perform Your obligations thereunder; (c) The execution of the Terms and Your use of the Services does not and will not violate any other agreement to which You are bound or any law, rule, regulation, order or judgment to which You are subject; (d) All information You provide Us (including any registration, contact or billing information) is (and will continue to be) true, current, accurate, complete, and non-infringing upon any third party rights; (e) You acknowledge that there are risks in using the Services, and that We cannot and do not guarantee any specific outcomes from such use, and You hereby assume all such risks, liabilities and/or harm of any kind arising in connection with and/or resulting from such use; (f) By paying for the Services and providing Your personal contact details and billing details including, but not limited to Your address, You expressly agree to receive promotional content from Us, by mail or e-mail. If You provide Us with Your phone number (at any stage of use of the Services), We may call You or send You promotional material. If You wish not to receive such content, You may notify Us at any time; and (g) You acknowledge that We have the right to control and direct the means, manner, and method by which the Services are performed and may perform the Services at any place or location and at such time as We may determine reasonable, whether by itself or with the aid of its independent contractors, consultants, agents or partners. Without limitation, We may include advertisements or other commercial content in any Services such as Our name in any material which we create for You.
You acknowledge and agree that Your failure to abide by any of the foregoing or any misrepresentation thereof may result in immediate termination of the Terms – with or without further notice to You.
Our telephone number is
+44 (0) 20 7117 7897
Our email address is
​
Our address
Pembroke House 8 St Christopher's Place
Office 21
Farnborough
Hampshire, GU14 0NH
3. The Services
The Services provided to You consist of online and offline materials created by Us, as presented and offered to You, including certain information, data, graphics, images, interfaces, text, video and literary works, and other materials and content including, but not limited to the design of websites, search engine optimization services and other design work (“Content”).
We shall use commercially reasonable efforts to make the Services accessible to You through the Website and by other delivery methods including but not limited to email, web, ftp, voice, post and any other suitable method.
With respect to any of the Services, You further acknowledge and agree to the following: (i) We have the right to control and direct the means, manner, and method by which the Services are created and may perform the Services at any place or location; (ii) We may, from time to time engage independent contractors, consultants, or subcontractors to assist Us in performing the Services and to make the Website and Content available.
4. Warranty Disclaimer & Limitation of Liability
The web site presence of pixelgraphics.eu is provided "as is" without any warranties. Pixel Graphics makes no representations or warranties. To the maximum extent permitted by English law, Pixel Graphics hereby disclaims any and all implied and statutory representations and warranties of any kind to you and/or any third party. Without limitation, Pixel Graphics makes no representation or warranty that the web site presence of pixelgraphics.eu will be free of errors or viruses.
You hereby acknowledge and agree that any and all reliance of all information is at your risk and that no advice or information obtained by you from pixelgraphics.eu or Pixel Graphics shall create any warranty. Pixel Graphics reserves the right to make improvements and changes to its web site presence.
5. Third Party Content
The pixelgraphics.eu web site may contain hyperlinks to web sites operated by third parties. For the avoidance of any and all doubt, such third parties are not associated nor affiliated with Pixel Graphics. Links to third party web sites are provided for your reference and guidance. You agree not to hold Pixel Graphics responsible for the content of any third party web sites or links. A hyperlink does not suggest that Epos Pay Limited endorses or supports the content of such third party web sites.
Pixel Graphics may have not reviewed the content appearing on any third party web sites. You understand that third party web sites, may contain viruses. Pixel Graphics hereby disclaims all responsibility for any loss sustained by any user of any and all third party web sites printed on pixelgraphics.eu
6. Payment
Subject to Our Terms of Use and Our written proposal to You, We will furnish You with an electronic request for payment. Such payment request may be delivered by Paypal or any other method chosen by Us from time to time. Subject to Your acceptance of our Terms of Use and Our written proposal You warrant to make prompt payment to Us by the due-date specified in the invoice. We warrant to keep Your Payment details including credit card numbers and billing details confidential at all times. We further warrant to You that We will never sell or lease your confidential information to any third party which is not party to this Agreement.
7. Your Content and Licensing
If Pixel Graphics has designed Your logo, Your website or any kind of marketing material from time to time, by receiving full payment in return for the Services, the ownership of any such work is transferred to You. We reserve the right to utilise any such Content for Our marketing purposes.
8. Non-Payment
Non-payment of an invoice within the stated term will incur overdue payment interest from the date of expiry, and with no prior notice of default at a rate of 12.5% per annum of the invoice amount. In addition, non-payment of the invoice within the stated term will incur compensation, and with no prior notice of default, amounting to 19.5% of the invoice amount. Expenses related to unpaid bills or cheques and other collection costs are not included and will be charged separately.
In case of non-payment, we reserve the right to stop any further Services to You with immediate effect. We also reserve the right to deem the contract dissolved and with no prior notice of default as a whole or for the part not yet fulfilled.
We reserve the right to engage a professional third party to collect any outstanding amounts on Our behalf. You acknowledge and agree that any costs incurred as part of such process are Your sole responsibility.
All Services provided by Us to You remain Our property until full payment has been received. We reserve the right to withold Our Services to You in case of non-payment, late payment or partial payment.
9. Refunds
We may, at our sole discretion, accept a request for refund on a case by case basis. An instance where we would accept a request for a refund would be if We and You are unable to work together in a collaborative and productive manner or if creative differences put all work to a halt or standstill. If this is the case, a refund can be issued, in Our sole discretion, if the amount of hours invested by Us in the Services are less than the total amount of the deposit paid for the job. In such instance, the remaining balance after billing for all hours to-date can be refunded to You within 30 days. Subject to a request for refund, We reserve the right to discontinue all artwork creation efforts with immediate effect. For the purpose of this clause it is understood that our standard hourly rate is GBP 75,00.
In the event of an early termination of our Services to You, or in the event of a request for refund initiated by You (whether a refund is due or not), we reserve the right to bill You and You agree to pay to Us, a one-time early-agreement-discontinuation fee of 12.5% of the original total invoice amount, or GBP 200, whichever amount is the greater. We reserve the right to apply an early-agreement-discontinuation fee in addition of billing for the hours of any work already invested by Us in relation to the Services provided to You under the Terms & Conditions of this Agreement.
If the amount of the total monies due to Us exceed the deposit amount, You agree to be liable for any such monies due and make prompt payment to Us upon Our written request.
10. Headings
Headings in this Agreement are for convenience only and do not affect its construction or interpretation;
words or expressions used herein will unless the contrary intention appears, as the context will permit where appropriate:
when denoting the masculine gender include the feminine gender and vice versa;
when denoting the neuter gender include masculine or feminine gender and vice versa;
when denoting the singular include plural and vice versa;
when denoting references in this Agreement to clause, sub-clause, paragraphs, schedules, appendices and annexes are to clauses, sub-clauses, paragraphs schedules, appendices and annexes of this Agreement;
when denoting references to any legislation will be deemed to include statutory amendment, or re-enactment whenever made, any previous enactment in it and any regulation or order made under it;
the ejusdem generic rule of construction shall not apply to this Agreement and accordingly general words shall not be given restrictive meanings by reason of their being preceded or followed by words indicating a particular class or example of matters or things.
11. Client Orders and Your Agreement with Us
Any written and oral proposals and subsequent orders are subject to the Terms outlined on the Website and are governed and bound by the agreement (“Agreement” and "Terms of Use and Engagement") between You and Us.
12. Other Important Terms
The Terms are between You and Us. No other person has any rights to enforce any of it. You may not transfer Your rights or Your obligations under these Terms to anyone else without Our written permission. We may transfer Our rights and obligations to another organisation, but this will not affect Your rights or Our obligations to You under the Terms & Conditions.
12.1
Each of the paragraphs in the Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
12.2
Nothing in the Agreement excludes or limits our liability for death or personal injury resulting from Our negligence or Our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law.
12.3
To the fullest extent permitted by law, We exclude all conditions, warranties, representations or other terms which may apply to the Services, whether express or implied.
13. Indemnification
You agree to defend, indemnify, and hold Us harmless, including Our partners, subsidiaries, and affiliates, and each of their respective officers, directors, and employees from any and all claims, liabilities, costs, and expenses, including, but not limited to, attorneys' fees and expenses, arising out a breach by You or any of Your respective officers, directors, and employees of these Terms & Conditions or Privacy Policy or arising out of a breach of Your obligations, representation and warranties under these Terms & Conditions.
14. No waiver
Our failure to insist upon or enforce any provision of these Terms & Conditions in respect to Your use of the Website or the Services shall not be construed as a waiver of any provision or right of Ours.
15. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, IN NO EVENT WILL WE OR OUR AFFILIATES, INCLUDING, WITHOUT LIMITATION, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS AND ASSIGNS, BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT OR INDIRECT LOSS, DAMAGE, COST, EXPENSE OR LIABILITY OF ANY KIND ("LOSS") ARISING IN ANY WAY OUT OF OR IN CONNECTION WITH THE AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO USE THE SERVICES, INCLUDING (WITHOUT LIMITATION): (i) DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF BUSINESS AND OTHER PROFITS, LOSS OF PROGRAMS, LOSS OF WEBSITE CONTENT, COST OF REPLACING EQUIPMENT OR SOFTWARE OR LOSS OF RECORDS, LOSS OF ARTWORK, INFORMATION OR DATA, LOSS OF USE OF DATA, LOSS OF REVENUE, LOSS OF GOODWILL, LOSS OF CUSTOMERS, LOSS OF OR DAMAGE TO REPUTATION, LOSS OF CAPITAL, DOWNTIME COSTS, LOSS UNDER OR IN RELATION TO ANY OTHER CONTRACT, OR LOSS OF ANTICIPATED SAVINGS OR BENEFITS; (ii) ANY INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSS; OR (iii) ANY LOSS ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES OF THE SERVICES AND OR THE CONTENT ON OUR WEBSITE. THE EXCLUSION OF LIABILITY IN THIS SECTION 15 APPLIES EVEN IF WE SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR PARTICULAR KINDS OF LOSS, IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW (THEREBY MINIMIZING OUR LIABILITY TO YOU TO THE LOWEST AMOUNT THAT APPLICABLE LAW PERMITS).
16. Force Majeure
We will be in no way liable to You for any delay or failure in performance with respect to this Website and/or any Services to You, which is due to an act of God, strike or other official or unofficial labour dispute, union action, disruption of internet services, flood, earthquake, disruption in the supply of electricity or power, riot or civil commotion or any other cause outside Our reasonable control, including (without limitation) directives from any government or regulatory body.
17. Jurisdiction
The Terms of this Agreement shall be governed by and construed in accordance with the laws of England and any disputes will be decided only by the English courts.
18. Trial by jury
To the extent permitted by law, all parties to this Agreement and under these Terms & Conditions hereby waive any right to trial by jury with respect to any claim or action.