T & C’s

Terms and Conditions

We will always do our best to fulfil your needs and meet your goals, but sometimes it is best to have a few simple things written down so that we both know what's what, who should do what and what happens if stuff goes wrong. In this agreement, you won't find complicated legal terms or large passages of unreadable text. We have no desire to trick you into agreeing something that you might later regret. We do want what's best for the safety of both parties, now and in the future. In short: You "The Client" are hiring Us, AlphaWave, located at 7 Queens Road, Thame, Oxfordshire, OX9 3NF to design stuff for the estimated total price as outlined in our previous correspondence. Of course, it's a little more complicated, but we'll get to that. What do both parties agree to do? As our customer, you have the power and ability to enter into this contract on behalf of your company or organization. You agree to provide us with everything that we need to complete the project including a Design Brief (we can help you write one if needs be), Specifications, Technology, Samples and other information as and when we need it, and in the format that we ask for. You agree to review our work, provide feedback and sign-off/approve in a timely manner too. Deadlines work two ways and you will also be bound by any dates that we set together. You also agree to stick to the payment schedule set out at the end of this contract or otherwise agreed. We have the experience and ability to perform the services you need from us and we will carry them out in a professional and timely manner. Along the way we will endeavour to meet all the deadlines set but we can't be responsible for a missed launch date or a deadline if you have made changes, been late in supplying materials or have not approved or signed off our work on-time at any stage. On top of this we will also maintain the confidentiality of any information that you give us. Getting down to the nitty gritty Design: We will create a design for the look-and-feel, layout and functionality of your product. The agreement includes one main design plus the opportunity for you to make one round of revisions. If you're not happy with the design at this stage, you will pay us in full for all of the work that we have produced until that point and you may either cancel this contract or continue to commission us to make further design revisions at the daily rate set out below or in our original estimate. Prototypes: We will provide the data necessary to produce rapid prototypes, but it is down to you to source and buy them. We can recommend companies who we have worked with on other projects - but we do not guarantee their work. Sign Off/Approval: For the project to progress you will sign off/approve at each stage, for example: Design -> Prototype -> Tooling design -> Tooling Manufacture -> '0' Series Production -> Full production. When a stage is signed off it means you are happy with what we have done and that you have checked it for errors and omissions and that you take full ownership. Progression by you to the next stage without a formal sign off will be deemed as approval and as such your responsibility. Patents legislation, approvals and Intellectual Property (IP): We are a small company and don't have a legal department, we will not knowingly infringe any current Patents, legislation, approvals or IP but it's up to you to formally check that the designs comply to any standards or legal requirements and do not infringe anything that's out there right now. Also, we will not make claim to any patentable ideas - again that's down to you. Changes and revisions: We know from plenty of experience that fixed-price contracts are rarely beneficial to you, as they often limit you to your first idea about how something should look, or how it might work. We don't want to limit either your options or your opportunities to change your mind. The estimate/quotation prices at the beginning of this agreement are based on the number of days that we estimate we'll need to accomplish everything that you have told us you want to achieve. If you do want to change your mind, re-design or re-style or even add new functionality, that won't be a problem. You will be charged the daily rate set out below or in the estimate we gave you. Along the way we might ask you to put requests in writing so we can keep track of changes. Cancellation: In the event of cancellation of a project, ownership of all files, data and the original work shall be retained by AlphaWave, and a cancellation fee for work completed, and expenses already incurred, shall be paid by you. The cancellation fee is based on the hours submitted, if the project is on an hourly basis or a percentage based on the time estimate for the entire job. A 100% cancellation fee is due once the project has been finished, whether delivered to you or not. If the project is on an hourly basis and the project is cancelled by you, then you agree to pay no less than 100% of the hours already billed for the project at the time of cancellation plus a flat fee of 50% of the remaining hours that were expected to be completed on the project. Expenses: You shall reimburse AlphaWave for all expenses arising from this project, including the payment of any sales taxes due, and shall advance AlphaWave for payment of said expenses, including but not limited to Stock Photography, Artwork and/or material needed for the project. Technical support: You may already have an in-house design department, if that's the case, great. If you don't manage your own drawing documentation, we can do that too. We will charge you a one-off fee for installing your data on our server and linking it to our Document Management System. Any requests, changes etc. will be charged at our current daily rate. If you do require help with anything beyond the design and development of your product, we'll be happy to help and will charge you at one of our current daily rates. Legal stuff: We can't guarantee that the designs will always be error-free and so we can't be liable to you or any third party for damages, including lost profits, lost savings or other incidental, consequential or special damages arising out of the operation of or inability to operate this product and any other product, even if you have advised us of the possibilities of such damages. If we make an error, we will always correct the design data at our cost. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions. Phew! Copyrights, IP, etc.: You guarantee to us, that any elements of the design - text, graphics, photos, designs, trademarks, or other technology or artwork that you provide us for inclusion in the product are either owned by your good self’s, or that you have permission to use them. Ownership: When we receive your final payment, ownership is automatically assigned to you as follows: You own the design, IP, graphics and other elements that we create specifically for you for the project. We will give you a copy of all files and you should store them really safely as we are not required to keep them or provide any native source files that we used in making them. Ownership does not by definition include anything that is currently in the public domain or is owned by, or licensed from a third party. You also own technology, files, text content, photographs and other data you provided, unless someone else owns them. We love to show off our work and share what we have learned with other people, so we also reserve the right to display and/or link to your completed project as part of our portfolio and to write about the project on our web site, in magazine articles and in books about design. Rates: Unless you tell us otherwise we will assume you would like to go with our “Standard Rate” - if you don’t know it ask us, in any case we will bill you in1 hour segments, for example if we do 1 60 minutes work you will be billed for 1 hour, if we do 61- 120 minutes work you will be billed for 2 hours, etc. If you want your stuff sooner, please choose either our "Fast" or "Express" rates: Standard Rate: 5-7 business days - £Standard Rate Fast Rate: 3-5 business days - £1.25 x Standard Rate Express Rate: 1-2 business days - £1.5 x Standard Rate Like most people we love spending bank holidays and weekends with our families, so, if you want us to work over a bank holiday or at the weekend we are happy to do so, but, it will cost you more, if you want us to work on a Saturday we will bill you £1.5 x Standard Rate and on a bank holiday or a Sunday we will bill you £2 x Standard Rate. Payments: We are sure you understand how important it is as a small business that you pay the invoices that we send you promptly and we ask you to please pay us within 30 days of receipt, unless an alternative arrangement has been made. Sometimes, if you are a new client and we’ve never worked with you before, or depending upon the project, we may ask you to stick to the following payment schedule: 1/2 with order 1/2 on completion (or equal amounts per month if the project is scheduled to run for more than one month). But where is all the horrible small print? Just like a parking ticket, you cannot transfer this contract to anyone else without our permission. This contract stays in place and need not be renewed. Giving us an order, be it verbal or written, ratifies that you have read and agreed the above terms and conditions. If for some reason one part of this contract becomes invalid or unenforceable, the remaining parts of it remain in place. Although the language is simple, the intentions are serious and this contract is a legal document under exclusive jurisdiction of [English] courts. Oh, and don't forget those men with big dogs.
AWT Limited 2019