- Definitions
These Terms and Conditions constitute a legal agreement between Miller&Co Creative Limited (the “Developer”) and the client purchasing services (the “Client”) for website design, development and related digital services.
The Developer provides services including, but not limited to:
- website design;
- website development;
- WordPress and WooCommerce development;
- graphic design;
- HTML, CSS, JavaScript and PHP programming;
- hosting guidance and related digital consultancy services.
By accepting a quotation, signing a proposal, or making payment against an invoice, the Client agrees to be legally bound by these Terms and Conditions.
- Acceptance of Work
Quotations are valid for 30 days from the date of issue unless otherwise agreed in writing.
A contract shall exist between the Client and the Developer once:
- the Client accepts a quotation in writing; or
- the Client makes payment against an invoice issued by the Developer.
Any services not specifically listed within the quotation or invoice shall be treated as additional work and may be subject to separate quotation and charges.
Additional work requested by the Client that falls outside the agreed scope may:
- affect project timelines;
- affect delivery dates; and
- incur additional charges.
The Client agrees to provide all required information, access credentials, approvals, content and assets in a timely manner to allow the Developer to complete the project.
Where delays are caused by the Client failing to provide required materials or approvals, the Developer reserves the right to:
- revise project timelines;
- invoice for completed stages of work;
- place the project on hold.
Any work undertaken is subject to a minimum charge of £80 plus VAT where applicable.
Content Responsibilities
Unless otherwise agreed in writing:
- the Client is responsible for supplying all website content;
- the Developer is not responsible for proofreading content;
- the Developer is not responsible for verifying factual accuracy;
- the Client must ensure all supplied content complies with copyright and applicable laws.
Where content population is included within the agreed scope:
a) Content must be supplied in a timely manner.
b) Delays in content delivery may result in the website being completed using placeholder or template content.
c) Once content has been added by the Developer and approved, further amendments may be chargeable.
d) The Developer shall not be liable for copyright infringement arising from content supplied by the Client.
Intellectual Property & Ownership
Ownership of Website Deliverables
Upon full payment of all project invoices, the Client shall own the final approved website deliverables specifically created for the project, including:
- custom page designs;
- graphics created specifically for the Client;
- website content supplied by the Client;
- completed website templates and layouts.
Developer Retained Rights
The Developer retains ownership of:
- pre-existing intellectual property;
- proprietary tools, frameworks and reusable code libraries;
- development processes and methodologies;
- generic code components;
- internal utilities and systems;
- any work not specifically created for the Client.
Third-Party Software & Licences
Any third-party software, plugins, themes, fonts, APIs, stock imagery, video assets or licensed materials remain subject to their respective licence agreements.
Ownership of third-party assets is not transferred to the Client unless explicitly stated in writing.
The Client is granted a non-exclusive licence to use such assets as part of the completed website subject to the relevant third-party licensing terms.
Restrictions
Unless otherwise agreed in writing, the Client may not:
- resell or redistribute the website design or source code;
- reuse the design across multiple domains or websites;
- remove copyright notices relating to third-party software.
Portfolio Rights
The Developer reserves the right to display completed work within portfolios, case studies, marketing materials and online showcases unless otherwise agreed in writing.
Developer Credits
The Developer may include a discreet development credit and/or link within the website source code or website footer unless otherwise agreed.
Client Responsibilities
The Client confirms that all content, images, logos, trademarks and media supplied to the Developer:
- are owned by the Client; or
- are used with appropriate permission.
The Client agrees to indemnify and hold harmless the Developer against any claims arising from use of supplied materials.
- Unacceptable Material
The Developer reserves the right to refuse work involving content that:
- is unlawful;
- infringes copyright or intellectual property rights;
- contains malware or harmful software;
- promotes hate speech, harassment or violence;
- contains defamatory, obscene or offensive material;
- breaches applicable laws or regulations.
- Domain Names & Hosting
The Developer may assist with domain registration and hosting setup via third-party providers but is not responsible for third-party services.
The Client acknowledges that:
- domain names and hosting services are provided by third parties;
- renewal fees are the responsibility of the Client unless otherwise agreed;
- the Client is responsible for maintaining accurate contact and billing details with third-party providers.
Where hosting is not managed by the Developer, the Client assumes responsibility for:
- hosting performance;
- website security;
- backups;
- software compatibility;
- server configuration.
The Developer shall not be liable for outages, failures, data loss or security breaches arising from third-party hosting services.
The Client agrees to provide the Developer with appropriate access credentials where required for project delivery.
- Projects & Development
The Developer will make reasonable efforts to ensure the completed website closely matches approved designs.
The Client acknowledges that:
- websites may render differently across browsers and devices;
- animations and responsive layouts may vary slightly from static designs;
- minor visual variations do not constitute project failure.
Design Approval
The Client shall review and approve design concepts and development stages promptly.
Once approval has been provided, further amendments may be chargeable.
Search Engine Optimisation
Where SEO services are included:
- the Developer will apply reasonable on-page optimisation techniques;
- the Developer does not guarantee rankings, traffic levels or search engine placement.
Browser Compatibility
Websites are developed for compatibility with current major browsers including:
- Google Chrome;
- Safari;
- Microsoft Edge;
- Mozilla Firefox.
The Developer cannot guarantee compatibility with obsolete browsers or future browser updates.
Maintenance & Updates
Websites require ongoing maintenance, including:
- software updates;
- plugin updates;
- security monitoring;
- backups.
Unless covered by a separate maintenance agreement, ongoing maintenance and updates are the responsibility of the Client.
The Developer shall not be liable for issues arising from:
- outdated software;
- unsupported plugins;
- third-party updates;
- unauthorised modifications;
- hosting changes.
The Client acknowledges that third-party plugins, themes, APIs, integrations, hosting platforms and software services may change, discontinue, alter functionality, introduce new licensing requirements, increase pricing or become incompatible over time. The Developer shall not be liable for any resulting issues, downtime, security concerns, compatibility conflicts, redevelopment work or additional costs arising from such third-party changes.
Backups
The Client is responsible for ensuring regular backups are maintained.
The Developer may retain working copies of files during development but provides no guarantee of permanent storage.
Third-Party Modifications
If the Client or a third party modifies the website after handover, the Developer shall not be responsible for resulting issues.
Any remedial work may be separately chargeable.
- Accessibility & Standards
The Developer will use reasonable endeavours to develop websites in line with recognised web standards and accessibility good practice at the time of development.
Unless specifically agreed otherwise, accessibility compliance is not guaranteed to any specific legal standard.
Where specific accessibility compliance is required, including WCAG 2.1 AA or higher, this must be agreed in writing and may incur additional costs.
The Developer shall not be liable where third-party themes, plugins or integrations negatively affect accessibility compliance.
- Payment Terms
All prices are exclusive of VAT unless otherwise stated.
Invoices are payable within 7 days of the invoice date unless otherwise agreed in writing.
Projects may be invoiced in stages.
The Developer reserves the right to:
- pause work where invoices remain unpaid;
- withhold final files or launch access until payment is received;
- suspend hosting or maintenance services for non-payment where applicable.
Late payments may result in project delays.
The Client shall remain liable for all work completed up to the date of suspension or termination.
- Liability & Warranty Disclaimer
The Developer provides services using reasonable skill and care.
However, all services are provided on an “as is” basis and the Developer gives no guarantee that:
- websites will be uninterrupted or error free;
- websites will be secure from all threats;
- third-party software will remain compatible indefinitely.
Open Source Software
The Client acknowledges that platforms such as WordPress and WooCommerce are open-source systems maintained by third-party communities.
The Developer shall not be liable for:
- bugs within third-party software;
- plugin conflicts;
- security vulnerabilities;
- software deprecation;
- compatibility issues arising from future updates.
Limitation of Liability
To the fullest extent permitted by law, the Developer shall not be liable for:
- loss of profits;
- loss of revenue;
- loss of business;
- data loss;
- indirect or consequential losses.
The Developer’s total liability relating to any project shall not exceed the total fees paid by the Client for that project.
Warranty Period
The Developer will correct coding errors directly attributable to the Developer for a period of 3 months following project completion, provided:
- no third-party modifications have been made;
- the hosting environment has not materially changed;
- the issue relates directly to the original agreed scope.
After this period, support work may be chargeable.
Force Majeure
The Developer shall not be liable for delays or failures caused by events beyond reasonable control including:
- internet outages;
- hosting failures;
- cyber attacks;
- acts of God;
- war;
- strikes;
- government restrictions.
- Indemnity
The Client agrees to indemnify and hold harmless the Developer against any claims, losses, liabilities, damages or legal expenses arising from:
- content supplied by the Client;
- infringement of intellectual property rights;
- unlawful use of the website;
- products or services sold by the Client;
- misuse of third-party software or services.
- Confidentiality
Both parties agree not to disclose confidential information obtained during the course of the project unless:
- disclosure is required by law; or
- written consent has been provided.
- Data Protection & Privacy
The Developer shall process personal data in accordance with applicable UK data protection legislation, including:
- the UK General Data Protection Regulation (UK GDPR);
- the Data Protection Act 2018.
The Client acknowledges that the Developer may process contact and project information for:
- project administration;
- invoicing;
- communications;
- provision of services.
The Developer may occasionally contact the Client regarding related services unless requested otherwise.
- AI-Assisted Tools
The Developer may utilise AI-assisted tools during elements of the design, coding, research, ideation or content structuring process.
Final review and approval of all deliverables remains the responsibility of the Client.
The Developer shall take reasonable care to ensure all final deliverables are reviewed before delivery.
- Termination
The Developer reserves the right to terminate a project where the Client:
- breaches these Terms and Conditions;
- engages in abusive or threatening behaviour;
- fails to make payment;
- fails to provide required materials for an extended period.
The Client shall remain liable for payment for all completed work up to the termination date.
- Zero-Tolerance Policy
The Developer operates a zero-tolerance policy regarding abusive, threatening or aggressive behaviour.
Threatening behaviour via:
- email;
- telephone;
- social media;
- messaging platforms;
- in-person interactions;
- online communications;
may result in immediate termination of services.
Where appropriate, incidents may be reported to relevant authorities.
- General
If any provision of these Terms and Conditions is found to be unenforceable, the remaining provisions shall remain in full force and effect.
These Terms and Conditions are governed by the laws of England and Wales.
Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
The applicable version of these Terms and Conditions shall be the version provided or linked to the Client at the time the project is commissioned.
The Developer reserves the right to update these Terms and Conditions from time to time.
- Statutory Rights
Nothing within these Terms and Conditions affects the Client’s statutory rights under applicable law.
Last updated: May 2026