Terms & Conditions

The Order constitutes an offer by the Client to purchase Services in accordance with these Conditions.

The Order shall only be deemed to be accepted when Design Religion issues written acceptance of the Order at which point, and on which date the Contract shall come into existence (Commencement Date).

Any samples, drawings, descriptive matter, or advertising issued by Design Religion, and any descriptions or illustrations contained in Design Religion’s catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.

These Conditions apply to the Contract to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by law, trade custom, practice, or course of dealing.

Any quotation given by Design Religion shall not constitute an offer and is only valid for a period of 30 days from its date of issue.

Design Religion shall supply the Services to the Client in accordance with the Specification in all material respects.

Design Religion shall use all reasonable endeavours to meet any performance dates specified in the Specification, but any such dates shall be estimates only and time shall not be of the essence for performance of the Services.

Design Religion reserves the right to amend the Specification if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and Design Religion shall notify the Client in any such event.

Design Religion warrants to the Client that the Services will be provided using reasonable care and skill.

The following definitions apply in this clause 4, applicable to hosting services:
“Hosting Service(s)” the hosting services, including the Deliverables (if applicable), supplied by Design Religion to the Client as set out in the Specification.
“Registry” refers to the maintainer of the database of internet resources including, but not limited to, numbering resources such as IP addresses and domain names.

Design Religion may from time to time engage third party contractors to provide Hosting Services.

Design Religion may, at its discretion, disconnect any Client or make any change to any Hosting Service where it reasonably believes that the Client’s connection or Hosting Service is prejudicial to the security, stability or operation of Design Religion’s network, including protecting it from any attacks on or to the network or processor resource or an attempt to gain unauthorised access. Design Religion will endeavor to re-connect the Client or reconfigure the Hosting Service as soon as such a threat is over. If Design Religion reasonably believes that the Client’s continued use of the Hosting Services puts Design Religion’s network at significant risk, Design Religion may terminate this Contract without penalty and refund any fees paid in respect of future services, provided the Client has not committed a material breach of these Conditions. Design Religion shall not be responsible for any losses or consequential damage thereby caused.

Data centres and testing
The Client accepts that Hosting Services may be moved to another site within the same data centre building or to another data centre of similar specification due contracts with data centre operators. Design Religion will always use reasonable endeavours to provide a service in the same site if requested. In such situations, Design Religion will provide limited free assistance with arranging such a move, but the Client may be required to contribute to any cabling or reprovisioning costs that Design Religion must bear on its behalf.

Where a Client subscribes to Hosting Services that includes access to a data centre in which Client equipment is housed, the Client will provide Design Religion with at least 24 hours’ notice where possible before such access. In emergencies, the Client shall be entitled to immediate access.

Although ultimate responsibility for testing the website(s) rests with the Client, Design Religion shall use reasonable endeavours to make sure all functionality is working correctly. Design Religion will fix any issues that arise after website migration for a further [two] weeks of such migration. Any migration needed after this time or without purchasing a new hosting package will be charged at Design Religion’s usual commercial rates.
IP addresses and domain names

For Hosting Services, the Client will be assigned an IP address (including either IPv4 and/or IPv6 addresses) to use on its devices by Design Religion (or its subcontractors) acting as a ‘Local Internet Registry’. All such assignments are subject to criteria set out by the ‘Regional Internet Registry’ in the respective region (i.e RIPE NCC). Design Religion reserves the right to reassign the IP address to another user upon termination of this Contract or an agreed period thereafter. The Client may have to re-configure the addresses of all equipment using this IP address if the Client chooses to migrate to another supplier.

The Client must keep Design Religion updated with its latest contact details in relation to domain names and ensure such changes are reflected at the Registry. The Client shall indemnify Design Religion against any case brought against it on the grounds of rights infringement relating to any name which the Client has instructed Design Religion to register.

Backups, warranties, and liability
Design Religion will provide a limited backup service to the Client, which is dependent upon its subcontractor’s backup services. Although Design Religion will provide this service on the basis of its reasonable endeavors, the Client irrevocably assumes responsibility to perform regular restorations to confirm that the correct files are being backed up. Design Religion does not accept any liability for a failure to backup or for a failure of the backup and the Client irrevocably confirms that it attributes no liability to Design Religion and that it itself will perform regular backups to the extent necessary for the protection of its own business.

Except as expressly set out in this Contract, Design Religion hereby fully excludes permissible in law, all conditions, warranties and stipulations, whether express or implied, statutory, customary or otherwise which, but for such exclusion, would or might subsist in favor of the Client with regards to the hosting services.

The Client acknowledges that the use of the internet is at its sole risk and that Design Religion does not have exclusive control over the content that may travel through its network. Design Religion shall not be liable for any transmission of or infection by a virus, trojan or other malicious software.

Design Religion does not warrant that the Hosting Services will be uninterrupted, errorfree or that any data passing through it is accurate, complete or meets any particular standards.

Design Religion shall not be responsible for any liability arising out of actions of the Client, the Client’s employees, agents, subcontractors, suppliers, clients or users; nor shall it be responsible for the Client’s inability to access any part of the internet outside of Design Religion’s network.

Design Religion shall have no responsibility for any mechanical or electrical malfunction or failure whatsoever or howsoever caused whilst any PC’s, servers, laptops, hardware or software are in its possession, except where such loss or damage has been caused by the negligence or wilful default of Design Religion’s employees or agents.

Software licensing
The Client remains responsible for all software licensing on any equipment hosted with, purchased from or otherwise managed by Design Religion, unless it is explicitly agreed otherwise in writing.

Where Design Religion has agreed to provide software licenses to the Client, the Client authorizes Design Religion to enter into relevant licence agreements required to acquire a licence to use the software. Design Religion shall provide copies of such licences on request. The Client accepts that by using or maintaining a Service, it hereby agrees to such licence agreements. The Client acknowledges that such licenses may not be transferable should it decide to terminate this Contract and transfer the services to a third party.

The Client shall:

ensure that the terms of the Order and any information it provides in the Specification are complete and accurate;

co-operate with Design Religion in all matters relating to the Services;

provide Design Religion, its employees, agents, consultants and subcontractors, with access to the Client’s premises, office accommodation and other facilities as reasonably required by Design Religion

provide Design Religion with such information and materials as Design Religion may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;

prepare the Client’s premises for the supply of the Services;

obtain and maintain all necessary licences, permissions and consents (Authority) which may be required for the Services before the date on which the Services are to start. For the avoidance of doubt, the Client shall ensure that it has obtained either:

Authority from the relevant third party in relation to any content, designs, logos and other items used in connection with the Services; and/or

confirms that it owns or controls all relevant rights for use of such content, designs, logos and other items used in connection with the Services.

The Client hereby confirms that any such content, designs, logos or other items provided to Design Religion does not infringe any rights or interests of any third party.

keep all materials, equipment, documents and other property of Design Religion (Supplier Materials) at the Client’s premises in safe custody at its own risk, maintain Design Religion Materials in good condition until returned to Design Religion, and not dispose of or use Design Religion Materials other than in accordance with Design Religion’s written instructions or authorisation; and

comply with any additional obligations as set out in the Specification.

If Design Religion’s performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Client or failure by the Client to perform any relevant obligation (Client Default):

without limiting or affecting any other right or remedy available to it, Design Religion shall have the right to suspend performance of the Services until the Client remedies the Client Default, and to rely on the Client Default to relieve it from the performance of any of its obligations in each case to the extent the Client Default prevents or delays Design Religion’s performance of any of its obligations;

Design Religion shall not be liable for any costs or losses sustained or incurred by the Client arising directly or indirectly from Design Religion’s failure or delay to perform any of its obligations as set out in this clause 5.2; and

the Client shall reimburse Design Religion on written demand for any costs or losses sustained or incurred by Design Religion arising directly or indirectly from the Client Default.

The Charges for the Services shall be calculated on a time and materials basis (which includes but is not limited to any expenses/costs which we incur on your behalf).

The Charges shall be calculated in accordance with Design Religion’s daily fee rates, as set out in the Order and/or Specification (as the case may be).

Design Religion shall be entitled to charge the Client:

an overtime rate which would be a percentage increase of the daily fee rate on a pro-rata basis for each part day or for any time worked by individuals whom it engages on the Services outside normal working hours (please note that the rate and any Charges will be agreed with you in writing prior to the commencement of Services);

any expenses reasonably incurred by the individuals who Design Religion engages in connection with the Services including, but not limited to, travelling expenses, hotel costs, subsistence and any associated expenses, and for the cost of services provided by third parties and required by Design Religion for the performance of the Services, and for the cost of any materials; and

an early cancellation fee of 100% of the recurring Charges for the remainder of the period of the Services if the Client cancels the Contract for any reason unless the Contract is cancelled or terminated in accordance with clause 9.2.

Design Religion reserves the right to increase the Charges on an annual basis. Design Religion shall give the Client not less than one month’s prior notice in writing of any proposed changes.

Design Religion may vary any Charges which relate directly or indirectly to the cost of electricity it is charged for by its suppliers. The cost of power shall be deemed to include the costs of any carbon reduction commitment allowances, or any similar levy incurred by Design Religion or its suppliers in the operation of the data centers from which the Services (and, in particular, the Hosting Services) are provided.

Design Religion shall invoice the Client in whole, or in part, either (i) on the date the Services commence; or (ii) on completion of the Services; or (iii) as set out in the Order and/or Specification).

The Client shall pay each invoice submitted by Design Religion:

within 30 days of the date of the invoice (unless otherwise agreed and confirmed in writing by Design Religion); and

in full and in cleared funds to a bank account nominated in writing by Design Religion, and time for payment shall be of the essence of the Contract.

All amounts payable by the Client under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by Design Religion to the Client, the Client shall, on receipt of a valid VAT invoice from Design Religion, pay to Design Religion such additional amounts in respect of VAT as are chargeable on the supply of the Services at the same time as payment is due for the supply of the Services.

If the Client fails to make a payment due to Design Religion under the Contract by the due date, then, without limiting Design Religion’s remedies under clause 9, the Client shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 6.6 will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%.

Design Religion may disconnect, limit or suspend all or part of the Services provided to the Client in the event that a Client fails to pay any amounts due by the due date or within the agreed credit terms (where applicable).

All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

The Client shall not acquire any rights in or over any Intellectual Property Rights subsisting in any materials and/or property owned by Design Religion or by any third parties (where, for example, a hosting provider is using materials under licence) which are not in final and finished form including, but not limited to, all draft and sample edits of photographs, images, written content, footage and videos (if applicable), audio recordings or other materials produced by Design Religion; all of which shall be owned by Design Religion.

Before using the Deliverables in any way, the Client warrants that the content contained in the Deliverables and the anticipated use of such Deliverables does not infringe any third-party Intellectual Property Rights and the Client will conduct all necessary investigations to ensure compliance with this clause. Design Religion does not conduct such investigations and by entering a Contract with Design Religion, the Client hereby expressly agrees that it is solely responsible for the conduct of any necessary investigations and obtaining a licence to use third party Intellectual Property where required, including all related costs and expenses. Neither Design Religion, nor its agents, subcontractors, consultants, and employees shall be liable for any dispute arising from or in connection with the use or infringement of any Intellectual Property Rights of any third party, in any jurisdiction.

Subject to clause 7.4 and 7.5 below, upon payment in full by the Client (in accordance with Clause 5), ownership of the Deliverables shall transfer to the Client. Unless and until Design Religion has been paid in full and in cleared funds for the Services in accordance with clause 6 above, any Deliverables shall be owned absolutely by Design Religion.

Design Religion reserves the right to use and publish any Deliverables on its website, on social media and/or on other similar platforms for promotional and marketing purposes and the Client hereby expressly agrees to the same.

The Client acknowledges that, it may not always own the copyright or other Intellectual Property Rights where such rights are owned by third parties and licensed for use to Design Religion in the performance of its Services. For example, the Client does not own the copyright in ‘stock’ photographs’, negatives or fonts (unless otherwise agreed between Design Religion and the Client, as set out in the Specification) and the Client’s use of any third party Intellectual Property Rights is conditional upon Design Religion obtaining a written licence from the relevant licensor to entitle it to license such rights to the Client or incorporate into any Deliverables it produces for the Client. If Design Religion needs to obtain those third party licenses to fulfil the Specification, the Client shall be solely responsible for the payment of any licensing fees that any licensor charges to Design Religion for use of such content. Where the Client requires Design Religion to use specific fonts that have been used in previous branding or other proprietary material or that of any third party, the Client will need to ensure it obtains the licence to use such fonts and that it is solely responsible for payment of any related licensing fees, in order for Design Religion to commence the Services. Such consent and licenses should be obtained in advance of any Order for Services.

Notwithstanding anything to the contrary, copyright in any software, scripts, configuration or documentation provided by or created by Design Religion or its agents, subcontractors and/or consultants for the Client will remain exclusively with that party creating it. Any such material provided to the Client is for the use of the Services only.

Nothing in this clause 8 shall limit the Client’s payment obligations under the Contract.

Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for death or personal injury caused by negligence and fraud or fraudulent misrepresentation.

Subject to clause 8.2, Design Religion’s maximum aggregate liability in any twelve month period in respect of any single event or a series of events whether connection or unconnected arising out of or in connection with this Contract whether in contract, tort (including negligence or breach of statutory duty) or otherwise, shall in no circumstances exceed the amount paid to Design Religion by the Client in the previous twelve months in respect of the relevant Service, or if the Contract has been in force less than twelve months, the lesser period.

Subject to clause 8.2 this clause 8 sets out the types of loss that are wholly excluded:

loss of profits.

loss of sales or business.

loss of agreements or contracts.

loss of anticipated savings.

loss of use or corruption of software, data or information.

loss of or damage to goodwill; and

indirect or consequential loss.

Design Religion has given commitments as to compliance of the Services with relevant specifications in clause 3. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.

This clause 8 shall survive termination of the Contract.

Without affecting any other right or remedy available to it, Design Religion may terminate the Contract

in accordance with clause 4.2;

in accordance with any termination rights expressed in the Order and/or Specification (as the case may be);

by giving the Client 1 months’ written notice.

Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:

the other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 14 days of that party being notified in writing to do so

the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;

the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or

the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.

Without affecting any other right or remedy available to it, Design Religion may terminate the Contract with immediate effect by giving written notice to the Client if the Client fails to pay any amount due under the Contract on the due date for payment.

Without affecting any other right or remedy available to it, Design Religion may suspend the supply of Services under the Contract or any other contract between the Client and Design Religion if:

the Client fails to pay any amount due under the Contract on the due date for payment;

the Client becomes subject to any of the events listed in clause 9.2.3 or clause 9.2.4, or Design Religion reasonably believes that the Client is about to become subject to any of them; or

Design Religion reasonably believes that the Client is about to become subject to any of the events listed in clause 9.2.2.

On termination of the Contract:

the Client shall immediately pay to Design Religion all of Design Religion’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, Design Religion shall submit an invoice, which shall be payable by the Client immediately on receipt;

the Client shall return all of Design Religion Materials and any Deliverables which have not been fully paid for. If the Client fails to do so, then Design Religion may enter the Client’s premises and take possession of them (if applicable). Until they have been returned, the Client shall be solely responsible for their safe keeping and will not use them for any purpose not connected with the Contract;

Design Religion shall take reasonable steps to either

erase any data on Storage Devices;

return any Storage Devices to the Client or offer to allow the Client to collect them; or

destroy any Storage Devices prior to disposal; the reasonable costs of doing so in all cases being charged to the Client.

Termination of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.

Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination of the Contract shall remain in full force and effect.

The following definitions apply in this clause 11:
Controller, Processor, Data Subject, Personal Data, Personal Data Breach, processing and appropriate technical and organisational measures: as defined in the Data Protection Legislation.

Design Religion may collect and process information relating to the Client in accordance with Design Religion’s Privacy Policy which can be viewed at the following link: www.designreligion.co.uk/privacy-policy/

Design Religion and the Client acknowledge that for the purposes of the Data Protection Legislation, the Client is the controller and Design Religion is the processor.

Design Religion and the Client will comply with all applicable Data Protection Legislation from time to time in force.

Without prejudice to clause 11.3, the Client will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data to Design Religion for the duration and purposes of this Contract.

Without prejudice to clause 11,3, Design Religion shall, in relation to any Personal Data processed in connection with the performance by Design Religion of its obligations under this Contract:

process that Personal Data only on the documented written instructions of the Client, unless Design Religion is required by law to otherwise process that Personal Data. Where Design Religion is relying on the law as the basis for processing Personal Data, Design Religion shall promptly notify the Client of this before performing the processing required by law, unless the law prohibits Design Religion from so notifying the Client;

ensure that all personnel who have access to and/or process Personal Data are obliged to keep the Personal Data confidential;

not transfer any Personal Data outside of the EEA unless the prior written consent of the Client has been obtained and the following conditions are fulfilled:

the Client or Design Religion has provided appropriate safeguards in relation to the transfer;

the data subject has enforceable rights and effective legal remedies;

Design Religion complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred;

Design Religion complies with reasonable instructions notified to it in advance by the Client with respect to the processing of the Personal Data;

assist the Client, at the Client’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;

notify the Client without undue delay on becoming aware of a Personal Data Breach;

at the written direction of the Client, delete or return Personal Data and copies thereof to the Client on termination of the agreement unless required by law to store the Personal Data; and

maintain complete and accurate records and information to demonstrate its compliance with this clause 11.

The Client consents to Design Religion appointing any third-party processor of Personal Data of its choosing under this Contract. Design Religion confirms that it has entered or (as the case may be) will enter with such third-party processor into a written agreement substantially on that third party’s standard terms of business and in which case Design Religion confirms reflect and will continue to reflect the requirements of the Data Protection Legislation.

Either party may, at any time on not less than 30 (thirty) days’ notice, revise this clause 11 by replacing it with any applicable controller to processor standard clauses or similar terms adopted under the Data Protection Legislation or forming part of an applicable certification scheme (which shall apply when replaced by attachment to this Contract).

Force majeure.
Design Religion shall not be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control including but not limited to strikes, lock-outs or other industrial disputes failure of a utility service, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, epidemic or pandemic or other contagious or communicable disease including, but not limited to, severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2) which causes COVID-19, and in each case, any effects arising from or in connection with the same including, but not limited to, any actions, recommendations, announcements, lockdowns or restrictions, related to its subject matter (whether made by a government body, authority, public health organisation or other similar official body) which affects the performance of Design Religion’s obligations under this Contract, or default of suppliers (“Force Majeure Event”).

If a Force Majeure Event takes place that affects the performance of Design Religion’s obligations under this Contract:

Design Religion will contact the Client as soon as reasonably possible to notify it; and

Design Religion’s obligations under this Contract will be suspended and the time for performance of its obligations will be extended for the duration of the Force Majeure Event. Where the Force Majeure Event affects Design Religion’s delivery of the Services, it will alter the Services delivery date once the Force Majeure Event ceases.

Assignment and other dealings.

Design Religion may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.

The Client shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract.

Confidentiality.

Each party undertakes that it shall not at any time during the Contract, and for a period of two years after termination of the Contract, disclose to any person any confidential information concerning the business, affairs, Clients, clients or suppliers of the other party, except as permitted by clause 12.4.2.

Each party may disclose the other party’s confidential information:

to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under the Contract. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party’s confidential information comply with this clause 12.4; and

as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under the Contract.

Entire agreement.

The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.

Nothing in this clause shall limit or exclude any liability for fraud.

Variation. Design Religion may alter, amend and re-issue these Conditions at any time with 14 days’ prior notice to the Client including, but not limited to, as a result of any changes in the law or as a result of any issues that arise during the course of the supply of the Services. If these Conditions are altered, amended, or re-issued, a copy of those Conditions will be sent to the Supplier.

Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.

Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this agreement. If any provision or part-provision of this Contract deleted under this clause 12.8 the parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.

Non solicitation.

In order to protect the legitimate business interests of Design Religion, the Client covenants with Design Religion that it shall not solicit or entice away, or attempt to solicit or entice away, employ, engage or otherwise facilitate the employment or engagement of any employee of Design Religion, whether or not such person would be in breach of contract as a result of such employment or engagement.

Third party rights.

Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.

Electronic Signatures.

Each party agrees to sign this Contract by electronic signature (whatever form the electronic signature takes) and that this method of signature is as conclusive of the parties’ intention to be bound by this Contract as if signed by each party’s manuscript signature.

Notice.

All notices under this Contract shall be served in writing and sent to the address on record as set out in the Order, or to the registered office as recorded by the Registrar of Companies (for companies registered in the United Kingdom).

Any such notice shall be deemed served as follows:

by first class post – within two working days of posting;

by hand delivery – at time of delivery; or

by e-mail – immediately upon transmission to recipient’s fax machine or mail server, provided sender does not receive any indication the transmission or e-mail has not been successfully transmitted to the intended recipient’s fax machine or e-mail server.

Each party shall use reasonable endeavors to ensure that the other party has received any notice. This may be achieved, for example, by sending notice by two methods, or by also contacting the other party by telephone.

The Client accepts that Design Religion may from time to time need to act in accordance with this Contract where it is not practical to give notice in advance (most likely, in relation to Hosting Services). In such cases, Design Religion will make reasonable efforts to notify the Client as soon as possible after any such events.
Governing law and Jurisdiction. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wale an each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.