Last revision: 14 May 2020
About this document
You may be wondering if this is a legally-binding? In short, yes it is. By signing one of our mutual agreements we are both accepting the terms outlined below and agree to work together in an atmosphere of mutual cooperation and respect.
The term, “Mutual agreement” is used instead of “Contract” because we feel it is better aligned with Hive Minder’s ethos and the relationships we have with our clients. We try to form strong, honest partnerships with our clients and communicate in a simple and transparent manner. To that end, the terms below are intentionally kept simple and free of convoluted legalese – This is a document to be read and understood by everyone.
We hope that you will find our work together exciting, prosperous and fulfilling. We’re looking forward to working with you.
Key terms used in this document
Us/We: Hive Minder and any/all of its employees, contractors and/or consultants.
You: Your organisation and any/all of its employees, contractors and/or consultants.
Job: Any project or service we engage with you on. Job’s can be one-off or recurring. They are usually segmented into milestones containing individual tasks which need to be completed by us or you.
Our office hours are 08:00-17:00 (UK time), Monday-Friday. We are not open evenings, weekends or UK public holidays.
Our technical support team is available 08:00-17:00 (UK time), Monday-Friday. We are not open evenings, weekends or UK public holidays. Our response and resolution times are outlined below. The time required to resolve an issue is entirely dependent on the complexity of the issue and our capacity at the time the issue is raised. In most cases, you will see considerably shorter response and resolution times than the times outlined below.
- Urgent – First response in less than 1 hour. Issue resolved within 5-10 hours.
- High – First response in less than 4 hours. Issue resolved within 20-24 hours.
- Medium – First response in less than 1 working day. Issue resolved within 2-3 working days.
- Low – First response in less than 3 working days. Issue resolved within 5 working days.
Ticket status definitions are below. In cases where we feel you are misusing or abusing the ticket status system to gain priority support we reserve the right to downgrade your ticket to a status suitable to the severity of the issue. Should you not define a ticket status when submitting a ticket, a status of Medium will automatically be applied.
- Urgent – Represents a complete loss of service or a significant feature that is completely unavailable, and no workaround exists. It does not include development issues or problems in development or staging environments.
- High – Includes intermittent issues and reduced quality of service. A workaround may be available. It does not include development issues or problems in development or staging environments.
- Medium – Includes service questions, feature requests and development issues. It can include development or staging environments.
- Low – Includes anything which has no pressing response and no forthcoming impact on your service or business activities.
Roles and responsibilities
Us: You will be assigned an account manager. That account manager will be your contact person for the duration of your project.
You: It is assumed that your chosen job liaison person is yourself. It is your responsibility to inform your account manager if this is not the case.
These two people are very important to the success of your job. They are the sole conduit for communication between your organisation and ours for the duration of the agreement. Each of them collates feedback from their own team and passes it on. We restrict communication to these two people only because it keeps communication flows succinct and eliminates confusion.
Us: We will provide you with technical services at your request, the specifics of which can be found in this agreement. In addition, we confirm the following:
- We are professionally capable of providing you with these services.
- We will always strive to meet the milestones outlined in this agreement.
- All information and documents you share with us will be kept confidential.
You: You, the signatory of this agreement, have the authority to enter into this agreement and in so doing, you agree to the following:
- You will provide us with all necessary access to such information to enable us to perform the service. This includes meeting your deadlines. If you miss deadlines we cannot meet ours and that will result in unexpected delays and extra charges. The details of these costs are outlined in the “Project planning section”.
- You agree to make payment as outlined in this agreement.
- If your job liaison person is not yourself you confirm that they are authorised to make all decisions on your behalf and that their decisions are final and that they will adhere to the communication flow outlined in the “Roles and Responsibilities” section above. You will immediately inform us in the event of any Change of Control.
Us: In order to achieve effective management there must be a plan. Your dedicated account manager will be planning the sequence of activities required for each project/service, delegate work to the team and will monitor and manage the entire job. The plan will show the ultimate feasibility of achieving its objectives when the activities are put together in a schedule that defines when each activity will be carried out by both parties. The amount of time that an activity can be delayed (also called tolerances) without affecting the completion time of the overall plan will be defined in your plan. If an activity is delayed more than the agreed time then completion would most likely be delayed.
The account manager will at each stage deliver the work package and define deliverables. The aim is to make the right information available at the right time to the right people to make the right decisions about the job.
Should we miss a deadline, and that fault be entirely ours, we will work to resolve the bottleneck as quickly as possible. In the unlikely event that we have no additional resources available to get the project back on track, it is possible that the project will be delayed. In such a case, we will rework the project plan, prioritising your project so as to regain lost time. We will clearly communicate with you throughout the process. It also goes without saying that there would be no additional cost to you.
Should we miss a deadline, and that fault not be ours, your project will need to be rescheduled. An exception plan would be created by your account manager which show the actions required to recover from or avoid a forecast deviation from agreed tolerances in the project plan. An additional fee will then be added to your job costs as follows:
- 1 day – you would get charged 2% of the entire amount of that milestone and the delivery date changes with 3 days.
- 2 days – you would get charges 2,5% of the entire amount of that milestone and the delivery date changes with 5 days.
- 3 days – you would get charges 3% of the entire amount of that milestone and the delivery date changes with 7 days.
- 4 days – you would get charged 4% of the entire amount of that milestone and the delivery date changes with 9 days.
- 5 days – you would get charged 5% of the entire amount of that milestone and the delivery date changes with 11 days.
- 1 week or more – you would get charged 2% of the entire project amount/week, not just the milestone.
This fee will be added to your final payment. It covers the time we would spend reworking the project plan and rescheduling our team members. Should we incur any additional expenses as a result of this missed deadline we will let you know and add the cost to your final payment. The above process and charges will apply each time you miss a deadline.
We will always do our best to fit you in but due to scheduling conflicts with other projects we may not be able to reschedule your project until days – sometimes weeks – later. For this reason, it is essential that you avoid delays.
You: Your prime responsibility is to facilitate the smooth running of the job within your organisation, enabling the account manager to complete the job as planned. You should communicate any expected risks or blockers to the account manager within a timely manner. This will enable the account manager to mitigate or amend your project plan with as little disruption as possible. You will be using those work packages to assign work to your team and will define deliverables to them. To keep your job on track, it is vital that you supply us with all we need by the dates we agree upon.
Content and data entry
Us: Unless you have specifically requested us to provide you with copywriting services we will expect the final copy to be supplied by you. We will not edit the copy in any way. Unless previously agreed, we will not provide data entry services. We will use placeholder content and images.
You: Writing content is always much harder and more time-consuming than you thought it would be. Many, many clients underestimate just how difficult! If a job is delayed this is usually the reason. You acknowledge this and will allow yourself plenty of time to complete the work by the deadline set.
If you’re working with a copywriter you need to know that they usually do not write copy from scratch; you will need to write some content for them to work with and they will then refine it. For this reason, you acknowledge that you will provide the copywriter with all the information and content they need to work effectively and meet their deadlines.
Unless previously agreed, you will add the content, replacing any placeholder content we may have added. If required, we can provide data entry services to you at an additional cost. Please speak to your account manager for further information. All content you supply to us must be the final version. Failure to meet the content delivery deadline specified in your project plan will delay your project. Please refer to the Project Planning section to see the implications for your project.
Acceptable file formats for content: Google Docs, Microsoft Word, PDF.
You: You are responsible for the purchase and supply of all media required. These costs are not included in our project fees.
You confirm that you have the legal ownership/rights/licensing to use the media you supply to us. You are solely liable for any legal action which may arise through misuse of that media content.
All the media you supply to us must be the final version. Amendments cause delays. In such cases, we will bill you for the additional time we spend. This fee will be communicated to you and added to your final payment.
All media must be delivered in high-resolution digital format. We can make high-resolution images smaller without losing quality but we can’t do the inverse without them looking unprofessional. The better the images you give us to work with, the better your completed job will look.
Acceptable file formats: Images (PNG, JPG, SVG, WebP), Audio (MP3, AAC), Video (MP4, MOV, WEBM), Artwork (PSD, AI, Sketch).
Supported web browsers and operating systems
Older browsers do not support many of the features that make modern websites really great (Even modern browsers do not function exactly the same). We, therefore, limit our browser support. We will do our best to ensure as much consistency across the supported browsers as possible. The list of browsers and operating systems we support are:
- Chrome, Firefox and Safari (Latest 2 versions), and Edge (Version 15+)
- MacOS, iOS, Android (Latest 2 versions), and Windows (Version 10+)
To be very clear: We do not support any version of Microsoft Internet Explorer but we do support Microsoft Edge (which is the next generation of Internet Explorer and starts from v15 upwards). Limited support is offered as an additional service. Please speak to your account manager for further information.
Either one of us may terminate the agreement. In the unlikely event of this happening, the terms are as follows:
Us: It’s unlikely that we would cancel a project. However, should we decide to do so, we will email you outlining our reasons. We will stop work immediately and you will pay us in full for the hours we have completed in that milestone. We will also bill you for any additional costs we may have incurred.
You: If you need to cancel the job you are free to do so by sending an email to your account manager (If you’re dissatisfied with us we’d ask that you give us an opportunity to address it). We will stop work immediately and you will pay us in full for the hours we have completed in that milestone. Should we incur any additional costs we will let you know and add these costs to the final bill we send you.
All recurring services
- Unless otherwise stated, the service period is for a minimum 12-month, non-refundable subscription period.
- At the end of the subscription period, your subscription will renew for a further 12 months and prices are subject to change.
- During your existing subscription period, you can upgrade to a larger subscription plan but cannot downgrade your subscription plan.
- Early termination will require settlement in full.
- In order to cancel your subscription please notify your account manager in writing a minimum of 30 days prior to the end of your current contract period.
- The start and end dates of your subscription period with 3rd-party providers are determined by them and may not coincide with the start and end dates of this agreement. Please speak to you account manager should you wish to know the contract period for a specific service you are subscribed to.
- Unless otherwise indicated, unused time does not rollover.
Domain subscription plan
- Pricing and available features in your domain management plan are set by Cloudflare/OpenSRS/Diamatrix and are subject to change.
- The initial service period is a non-refundable subscription period of 24 months. Subsequent renewals as stated in the “All recurring services” section above.
G Suite subscription plan
- Pricing and available features/storage in your G Suite plan are set by Google and are subject to change. The currently available feature can be found here.
- Technical support and maintenance not included. Please ask your account manager about our full-service offering.
- Your primary domain must be managed by us.
- Your addon/secondary domains must be managed by us.
G Suite customer support plan
- Your primary domain must be managed by us.
- You must have a service plan for all your users.
- You must have a G Suite subscription plan managed by us.
- G Suite is a cloud-based software suite and is designed to be used in your web browser or with mobile apps maintained by Google. As such, this service does not provide technical assistance with any 3rd-party software, including Microsoft Outlook.
Website support plan
- Available features in this maintenance care plan are set by ManageWP and are subject to change. The currently available features and their terms and conditions can be found here.
- Content delivery network features are provided by Cloudflare and are subject to change. The currently available feature can be found on their free plan here.
- Your primary domain must be managed by us.
- Your addon/secondary domains must be managed by us.
Website warranty plan
- In some cases, we may need to replace existing 3rd party systems with another and reserve the right to do so.
- Warranties are limited to websites built entirely by Hive Minder. Any development work undertaken by other parties will void this warranty.
We only accept payments via credit/debit card or direct debit and according to the payment schedule outlined in this agreement. Failure to make payment in full as per the payment schedule will result in your job being halted. Please refer to the “Project planning” section for information regarding fees for missed milestones.
Continuous recurring billing is applicable to some services. These types of services will automatically renew 12 months after your acceptance of this agreement. The terms of this agreement will still be binding. Early termination will require settlement in full.
Your project may be divided into milestones, with payments being due immediately at the beginning of each milestone. These milestones and amounts will be clearly communicated with you in your project plan. We will, unfortunately, not be able to commence the milestone without payment in full. To prevent any delays in your project, please ensure that you have the funds available and make payment promptly when required.
Copyright and intellectual property
Us: We reserve the right to use the work we have done for you, along with any testimonials and/or reviews you may have provided, in our marketing activities.
We retain the rights to any code not written specifically for your job. What this means is that sometimes we have a “general purpose” code which is reused on multiple jobs. This code is not unique to your job and therefore we retain the intellectual property rights to it.
You: You own any code we write specifically for your job – You paid for it, you own it. With ownership of the code comes the responsibility for keeping a backup copy; we are not responsible for the safe storage of your intellectual property.
Us: We do, from time-to-time, work with carefully-vetted 3rd party service providers – designers, developers, social media consultants, SEO consultants, eCommerce specialist and the like. We also have ongoing relationships with service providers offering email, hosting and development support.
While we work together, we will have access to confidential information. We both agree that we will not divulge confidential information to any third party unless we are required to do so by law or if that information was to enter the public domain through some other party.
Late payment fees
In accordance with UK legislation, should your bill become 30 days overdue we will start applying late payment fees. The fees are calculated daily, aggregated monthly and will be added to your final payment. The calculation of these fees are calculated at an interest rate of 8% per annum + Bank of England Base Rate. We reserve the right to charge a debt recovery fee as outlined by UK legislation.
Us: Unless you are specifically covered by one of our warranty services, any jobs we undertake for you do not include any warranties or representations of any kind, whether expressed or implied for the service provided.
You: The decision to sign up for one of our warranty services is at your discretion. Should you choose not to do so you acknowledge that we will charge for any remedial work we may need to undertake on your behalf.
We will always, always try to resolve disputes amicably. However, should any dispute arise between you and us which cannot be settled amicably, within a period of 14 days after being notified in writing, this dispute will be finally settled in the courts of England and Wales. For the avoidance of doubt, this includes both contractual and non-contractual matters and any breaches of this agreement.
Don’t be naughty
You: You will never knowingly request us to do or say anything which is illegal under your legal jurisdiction or ours. Nor will you hold us liable for monetary or reputational damages caused to you for any action taken or omitted, or any error in judgment relating to the terms and provisions of this agreement.
Okay, that’s it. End of legalese. You can breathe again.