Digital Box

Terms & Conditions

Last Updated - 27th Aug 25

These Terms and Conditions (“Terms”) form the legally binding agreement between Digital Box (“Digital Box,” “we,” “our,” “us”) and the client (“Client,” “you,” “your”) for the provision of website design, development, hosting, and digital marketing services (collectively, the “Services”).

By commissioning our Services, you agree to these Terms in full. Please read them carefully before entering into a contract with us.

1. Term & Commitment

1.1. All website design and development services are subject to a minimum contract term of twelve (12) months.

1.2. Early termination is permitted only upon full payment of all outstanding fees for the remainder of the agreed 12-month period.

1.3. After the initial 12-month term, services may continue on a rolling monthly basis unless otherwise agreed in writing.

2. Scope of Services

2.1. Website Design & Development

• Includes agreed design, development, and deployment of the website.
• Excludes hosting, third-party integrations, plug-ins, or licences unless explicitly included in writing.
• Ongoing support or updates are charged separately unless under a support agreement.

2.2. Digital Marketing Services

• Includes strategy, campaign management, optimisation, and reporting.
• Excludes any direct advertising spend (e.g., Google Ads, Meta Ads, LinkedIn Ads), which remains the sole responsibility of the Client.
• Excludes third-party software, SaaS tools, or platforms which may require additional spend by the Client.

3. Client Responsibilities

3.1. You agree to:

• Provide accurate and complete information, content, branding, and materials in a timely manner.
• Ensure all intellectual property (e.g., logos, images, copy) supplied by you is legally owned or licensed.
• Obtain any necessary consents (e.g., GDPR, copyright) for content you provide.
• Respond to communications promptly to avoid project delays.

3.2. Delays caused by the Client (e.g., late provision of content, sign-off, access credentials) will not affect our right to payment under these Terms.

4. Delivery, Deadlines & Limitations

4.1. We will use reasonable care and skill to deliver Services within agreed timeframes.
4.2. Timeframes are estimates only; no guarantee is given for completion dates unless explicitly agreed as “time of the essence” in writing.
4.3. We are not liable for service interruptions or performance issues caused by third parties, including but not limited to:

• Search engines (e.g., algorithm changes).
• Social media platforms.
• Hosting providers or ISPs.
• Payment gateways, SaaS tools, or ad platforms.

5. Payment Terms

5.1. Fees are payable as set out in your Proposal or Order Form.
5.2. Invoices must be paid within 30 days of issue unless otherwise agreed in writing.
5.3. Late payments may incur interest at 4% above the Bank of England base rate, plus reasonable costs for debt recovery.
5.4. We reserve the right to suspend or terminate Services for non-payment.

6. Intellectual Property

6.1. All intellectual property created by Digital Box (including code, designs, and copy) remains our property until full payment is received.
6.2. Upon full payment, ownership transfers to the Client unless otherwise agreed.
6.3. We reserve the right to display completed work in our portfolio and marketing materials.
6.4. Any third-party assets (e.g., stock images, fonts, plug-ins) are licensed to the Client under their respective terms.

7. Confidentiality & Data Protection

7.1. Both parties agree to keep all confidential information secure and not disclose it to third parties, except as required by law.
7.2. We process personal data in compliance with the UK GDPR and Data Protection Act 2018.
7.3. The Client is responsible for ensuring its website and marketing activities comply with GDPR, including cookie notices, privacy policies, and consent mechanisms.

8. Limitation of Liability

8.1. Nothing in these Terms excludes liability for death or personal injury caused by negligence, fraud, or any liability which cannot be excluded under UK law.
8.2. To the fullest extent permitted by law, our total liability under these Terms shall not exceed the total fees paid by the Client in the twelve (12) months preceding the claim.
8.3. We shall not be liable for:

• Loss of profits, revenue, goodwill, or anticipated savings.
• Indirect or consequential loss or damage.
• Results outside our reasonable control (e.g., search rankings, ad performance).
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9. Advertising Spend

9.1. Our management fee covers management and consultancy only.
9.2. The Client remains responsible for all advertising spend, media costs, and third-party platform charges.
9.3. We will not be held liable for the effectiveness, costs, or changes in third-party advertising platforms.

10. Force Majeure

We are not liable for delays or failure to deliver Services caused by events beyond our reasonable control, including but not limited to: pandemics, natural disasters, government restrictions, strikes, cyber-attacks, or technical outages.

11. Termination

11.1. Either party may terminate immediately if the other materially breaches these Terms and fails to remedy within 30 days of written notice.
11.2. Early termination by the Client (other than breach by us) will require full payment of the remaining contract term.
11.3. Upon termination, all licences granted to the Client will cease unless otherwise agreed.

12. Governing Law & Jurisdiction

12.1. These Terms shall be governed by and construed in accordance with the laws of England and Wales.
12.2. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

13. General

13.1. If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.
13.2. These Terms may be updated by Digital Box at any time; continued use of Services constitutes acceptance of any changes.
13.3. These Terms represent the entire agreement between the parties and supersede any prior discussions or agreements.