THE MILK N BEANS AGENCY LTD. The supplier, providing a range of digital marketing services including but not limited to: web design and development, web hosting, social media, search engine optimisation, creative branding, video, photography and immersive scanning.
The Client: Any person, company, partnership, organisation or body requesting the products and/or services of THE MILK N BEANS AGENCY LTD.
The Project: The request by the Client for products and/or services in the proposal/agreement being provided by THE MILK N BEANS AGENCY LTD
It is not necessary for any Client to have signed an acceptance of these terms and conditions for them to apply. If a Client accepts a proposal, then the Client will be deemed to have satisfied themselves as to the terms applying and have accepted these terms and conditions in full.
Please read these terms and conditions carefully. Any purchase or use of our services implies that you have read and accepted our terms and conditions.
THE MILK N BEANS AGENCY LTD will carry out work only where an agreement is provided either by email, telephone, mail or fax. An ‘order’ is deemed to be a written or verbal contract between THE MILK N BEANS AGENCY LTD and the Client, this includes telephone and email agreements.
Please ensure that you read the Project proposal and terms & conditions properly and that all details of the work are included, understood and mutually agreed on.
Unless otherwise agreed upon with the Client, the timescale for completion of work may vary depending on the scale of the work. Time-frames for the Project will be discussed with the Client, before the Project commences and agreed in advance. THE MILK N BEANS AGENCY LTD will do their best to complete the Project as soon as reasonably possible.
For a high standard of quality to be produced, please allow sufficient time for the Project to be completed.
During the Project, THE MILK N BEANS AGENCY LTD will require the Client to provide website content; text, images, videos and sound files. THE MILK N BEANS AGENCY LTD is a growing business, to remain efficient we must ensure that work we have programmed is carried out at the scheduled time inline with agreed timescales. On occasions we may have to reject offers for other work and enquiries to ensure that the Client’s work is completed at the time arranged.
This is why we ask that the Client provides all the required information in advance. On any occasion where progress cannot be made with your website because we have not been given the required information in the agreed time frame, and we are delayed as result, we reserve the right to cease work on the Project and will reassign new time scales.
Please Note: Text content should be delivered as a Microsoft Word, email (or similar) document with the pages in the supplied document representing the content of the relevant pages on your website. These pages should have the same titles as the agreed website pages. Contact us if you need clarification on this.
If the Client is using our recommended content management system (WordPress or similar) they will be able to keep their content up to date themselves.
Standard Media Delivery
Unless otherwise specified in the Project proposal, this Agreement assumes that any text will be provided by the Client in electronic format and that all photographs and other graphics will be provided physically in high quality print suitable for scanning or electronically in .gif, .jpeg, .png or .tiff format. Although every reasonable attempt shall be made by THE MILK N BEANS AGENCY LTD to return to the Client any images or printed material provided for use in creation of the Client’s website, such return cannot be guaranteed.
Web Design & Development
Whilst every endeavor will be made to ensure that the website and any scripts or programs are free of errors, THE MILK N BEANS AGENCY LTD cannot accept responsibility for any losses incurred due to malfunction, the website or any part of it.
The website, graphics and any programming code remain the property of THE MILK N BEANS AGENCY LTD until all outstanding accounts are paid in full, unless provided by the Client previously.
THE MILK N BEANS AGENCY LTD cannot take responsibility for any copyright infringements caused by materials submitted by the Client. We reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.
Any additions to the Project will be carried out at the discretion of THE MILK N BEANS AGENCY LTD and where no charge is made by THE MILK N BEANS AGENCY LTD for such additions, THE MILK N BEANS AGENCY LTD accept no responsibility to ensure such additions are error free and reserve the right to charge an according amount for any correction to these or further additions.
The Client agrees to make available as soon as is reasonably possible to THE MILK N BEANS AGENCY LTD all materials required to complete the site to the agreed standard and within the set deadline.
THE MILK N BEANS AGENCY LTD will not be liable for costs incurred, compensation or loss of earnings due to the failure to meet agreed deadlines.
THE MILK N BEANS AGENCY LTD will not be liable or become involved in any disputes between the site owner and their clients and cannot be held responsible for any wrongdoing on the part of a site owner.
THE MILK N BEANS AGENCY LTD will not be liable for any costs incurred, compensation or loss of earnings due to the work carried out on behalf of the Client or any of the clients appointed agents.
THE MILK N BEANS AGENCY LTD will not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by its agents.
Once a website has been designed and completed the final balance of payment is then due in accordance with our payment terms. There are no exceptions to this, i.e. if the Client decides they no longer want the site, as they have commissioned the work and paid a deposit they are still obliged to pay for the work that has been done. Non-payment will result in legal action being taken if necessary.
Database, Application and E-Commerce Development
THE MILK N BEANS AGENCY LTD cannot take responsibility for any losses incurred by the use of any software created for the Client. Whilst every care has been taken to ensure products are problem free and accurate, the ultimate responsibility lies with the Client in ensuring that all software is functioning correctly before use.
Where applications or sites are developed on servers not recommended by THE MILK N BEANS AGENCY LTD, the Client is expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed. Where large applications are to be developed, it is the Client’s responsibility to provide a suitable testing environment which is identical to the final production environment.
The Client is expected to test fully any application or programming relating to a site developed by THE MILK N BEANS AGENCY LTD before being made generally available for use. Where “bugs”, errors or other issues are found after the site is live, THE MILK N BEANS AGENCY LTD will endeavor (but is not obliged to) to correct these issues to meet the standards of function outlined in the proposal.
Domain Names, Website Hosting & Other Subscription Services
THE MILK N BEANS AGENCY LTD may purchase domain names, website hosting or other subscription services, on behalf of the Client via a third party (Fasthosts or similar). Payment and renewal of those domain names, website hosting, and other subscription services is the responsibility of the Client. The loss, cancellation or otherwise of the domain name, website hosting or other subscription services, brought about by non or late payment is not the responsibility of THE MILK N BEANS AGENCY LTD. The Client should keep a record of the due dates for payment to ensure that payment is received in good time.
THE MILK N BEANS AGENCY LTD do not allow any of the following content to be stored on its servers:
- Illegal Material – This includes copyrighted works, commercial audio, video, or music files, and any material in violation of any Federal, State or Local regulation.
- Adult Material – Includes all pornography, erotic images, or otherwise lewd or obscene content. The designation of “adult material” is left entirely to the discretion of 123 Internet.
- Warez – Includes pirated software, ROMS, emulators, phreaking, hacking, password cracking. IP spoofing, etc., and encrypting of any of the above. Also includes any sites which provide “links to” or “how to” information about such material.
Where THE MILK N BEANS AGENCY LTD provide web hosting, an unlimited use policy is offered by maintaining very large ratios of bandwidth per customer. In rare cases, THE MILK N BEANS AGENCY LTD may find a customer to be using server resources to such an extent that he or she may jeopardize server performance and resources for other customers. In such instances, THE MILK N BEANS AGENCY LTD reserves the right to impose restrictions on resources for the consideration of all customers.
THE MILK N BEANS AGENCY LTD may implement the following policy to its sole discretion:
When a website is found to be monopolising the resources available THE MILK N BEANS AGENCY LTD reserves the right to suspend that site immediately. This policy is only implemented in extreme circumstances and is intended to prevent the misuse of our servers. Customers may be offered an option whereby THE MILK N BEANS AGENCY LTD continues hosting the website for an additional fee.
Charges for services to be provided by THE MILK N BEANS AGENCY LTD are defined in the Project proposal that the Client receives via e-mail. Proposals are valid for a period of thirty (30) days unless otherwise agreed by THE MILK N BEANS AGENCY LTD. THE MILK N BEANS AGENCY LTD reserves the right to alter or decline to provide a proposal after expiry of the thirty (30) days.
Any charges incurred by international payments or international bank transfers are not the responsibility of THE MILK N BEANS AGENCY LTD. Therefore, any such charges must be paid, by the Client, in addition to the amounts invoiced by THE MILK N BEANS AGENCY LTD. Consequently, THE MILK N BEANS AGENCY LTD does not accept ‘shared charges’ for international bank transfers or international payments.
Payment of Accounts
Unless agreed otherwise with the Client, for projects under £1500 full payment is required before work begins on the Project.
For all projects over £1500, payment is required in two stages:
- An advance payment of a minimum of fifty (50) percent of the Project proposal total is required when the initial proposal is agreed upon and before the Project commences. Payment for third-party software and services, such as: web hosting and domain names, may also be required in full at this stage.
- The remaining fifty (50) percent of the Project proposal total is required upon completion of the work, prior to upload to the server, release of materials or ‘launch’ of the website. The project is deemed completed once all the components in the Project proposal are completed.
Any additions or amendments outside of the Project breakdown, which are required by the Client, will not extend the deadline of the payment of the remaining balance.
Any delays to the estimated project timeframe which are caused by the Client, will not extend the deadline of the payment of the remaining balance. Any delays to project completion which are caused by the Client, will not extend the deadline of the payment of the remaining balance.
Payment for services is due by bank transfer or where agreed in advance by THE MILK N BEANS AGENCY LTD Direct Debit (GoCardless) or Credit/Debit Card (Stripe). Bank details and payment links will be made available on all invoices.
Invoices will be provided by THE MILK N BEANS AGENCY LTD upon completion but before publishing the live project. Invoices are normally sent via email; however, the Client may choose to receive hard copy invoices. Invoices are due upon receipt.
It is the THE MILK N BEANS AGENCY LTD policy that any outstanding accounts for work carried out by THE MILK N BEANS AGENCY LTD are required to be paid in full, no later than seven (7) days from the date of the invoice unless by prior arrangement with THE MILK N BEANS AGENCY LTD.
Accounts that remain unpaid fourteen (14) days after the date of the invoice will be assessed a service charge in the amount of the higher of one and one-half percent (1.5%) or £30 per month of the total amount due.
We will contact clients via email and telephone to remind them of such payments if they are not received when due.
If accounts are not settled or THE MILK N BEANS AGENCY LTD have not been contacted regarding the delay, access to the related website may be denied, work carried out removed and web pages removed, we will then pass such cases to the court to pursue payment, non-payment can result in court judgements being added to the Client’s credit rating.
Following consistent non-payment of an invoice our Solicitors will contact the Client in question, with a view to taking the matter further and if need be to seek payment through legal procedures, and if necessary court summons.
Accounts unpaid thirty (30) days after the date of invoice will be considered in default. If the Client in default maintains any information or files on THE MILK N BEANS AGENCY LTD’s web hosting, THE MILK N BEANS AGENCY LTD will, at its discretion, remove all such material from its web hosting. THE MILK N BEANS AGENCY LTD is not responsible for any loss of data incurred due to the removal of the service. Removal of such material does not relieve the Client of the obligation to pay any outstanding charges assessed to the Client’s account. Clients with accounts in default agree to pay THE MILK N BEANS AGENCY LTD reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by THE MILK N BEANS AGENCY LTD in enforcing these Terms and Conditions.
THE MILK N BEANS AGENCY LTD will provide the Client with an opportunity to review the appearance and content of the website during the design phase and once the overall project development is completed, but before upload to a server or release of the materials to the Client. The Client must inform THE MILK N BEANS AGENCY LTD of any amendments required within 7 days of design completion and within 7 days project development completion. At the completion of the Project, such materials will be deemed to be accepted and approved.
Additional Work and Expenses
If the Client would like design mock-ups of their project before the Project commences, this service can be provided for an additional cost or at the discretion of THE MILK N BEANS AGENCY LTD.
Please confirm immediately if any changes need to be made to the Project proposal given. Any changes made after approval of the proposal, including designs and any other material will incur a further charge.
Any additional work required by the Client on a previously completed project, will be considered as a separate project and will therefore incur charges of its own.
Client agrees to reimburse THE MILK N BEANS AGENCY LTD for any additional expenses necessary for the completion of the work. Examples would be purchase of special fonts, stock photography, plugins etc.
THE MILK N BEANS AGENCY LTD makes every effort to ensure websites are designed to be viewed by the majority of visitors. Websites are designed to work with the most popular current browsers (e.g. Mozilla Firefox, Microsoft Edge, Google Chrome, etc.). Client agrees that THE MILK N BEANS AGENCY LTD cannot guarantee correct functionality with all browser software across different operating systems.
THE MILK N BEANS AGENCY LTD cannot accept responsibility for web pages which do not display acceptably in new versions of browsers released after the website have been designed and handed over to the Client. As such, THE MILK N BEANS AGENCY LTD reserves the right to charge for any work involved in changing the website design or website code for it to work with updated browser software.
Intellectual Property Rights
Once all amounts due to us from you are paid you are assigned the rights to use, as applicable, the products and services, including, the web site which includes the text, graphics, animation, audio components and digital components contained within the finished web site, in accordance with these terms and conditions.
No such rights as described in above will pass until all amounts due to us from you are paid. If you have not paid the invoice in full within 2 months from the date of the invoice you agree that you will forfeit your rights.
The rights to photographs, audio and any third party items such as source code, always remain the property of their respective owners unless such rights are transferred upon purchase.
A link to THE MILK N BEANS AGENCY LTD will appear in either small type or by a small graphic at the bottom of the Client’s website. If a graphic is used, it will be designed to fit in with the overall site design. The Client also agrees that the website developed for the Client may be presented in THE MILK N BEANS AGENCY LTD’s portfolio and other marketing material.
If the Client’s website is to be installed on a third-party server, THE MILK N BEANS AGENCY LTD must be granted temporary read/write access to the Client’s storage directories which must be accessible via FTP. Depending on the specific nature of the Project, other resources might also need to be configured on the server.
THE MILK N BEANS AGENCY LTD cannot accept responsibility for any alterations caused by a third party occurring to the Client’s pages once installed. Such alterations include, but are not limited to additions, modifications or deletions.
THE MILK N BEANS AGENCY LTD and any third party associates agree that, unless directed by the Client, it will not at any time during or after the term of this agreement disclose any confidential information. The Client agrees that it will not convey any confidential information about THE MILK N BEANS AGENCY LTD to another party unless directed by THE MILK N BEANS AGENCY LTD.
Any proposals made by THE MILK N BEANS AGENCY LTD shall constitute trade secrets and remain the property of THE MILK N BEANS AGENCY LTD. The Client shall not disclose proposals or related materials, including but not limited to technical features, functionality and design and pricing information, to any third party without the prior written consent of THE MILK N BEANS AGENCY LTD.
We may limit or deny your access to support or terminate services if we determine, in our reasonable discretion, that you are acting, or have acted, in a way that results or has resulted in misuse of support or services, or abuse of THE MILK N BEANS AGENCY LTD team members.
Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. The Client will be invoiced for project work completed to the date of first notice of cancellation for payment in full within thirty (30) days.
If the Client has paid in advance, no refunds will be issued for the Project work which has already been completed to the date of the first notice of cancellation or termination.
Termination of services by the Client, may also incur additional charges, such as: the cost of transferring website hosting, domain names or other services away from THE MILK N BEANS AGENCY LTD, to another provider.
For the purposes of this Contract, Force Majeure Event means an event beyond the reasonable control of THE MILK N BEANS AGENCY LTD including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of the Supplier or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, pandemic, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
THE MILK N BEANS AGENCY LTD shall not be liable to the Client as a result of any delay or failure to perform its obligations under the Project as a result of a Force Majeure Event.
If, in the event that a Force Majeure Event, THE MILK N BEANS AGENCY LTD cannot provide the products and/or services to the Client for a period of 21 days or more, either party may terminate the contract.
These Terms and Conditions supersede all previous representations, understandings or agreements. The Client’s signature below or payment of an advance fee constitutes agreement to and acceptance of these Terms and Conditions. Payment online is an acceptance of our terms and conditions.
This Agreement shall be governed by English Law.
Acquisition of “123 INTERNET” Logo and Trademark:
THE MILK N BEANS AGENCY LTD (“The Agency”) hereby confirms the acquisition of the Logo and Trademark rights for “123 INTERNET”. This acquisition was made from the Joint Liquidators of OTT Internet Ltd on 20th June 2023, which has since ceased all trading operations. Furthermore, the application was granted in the High Court of Justice dated effective from 10th November 2023 and provided notice to all creditors.
Non-affiliation and Liability:
It is explicitly stated that THE MILK N BEANS AGENCY LTD operates as an independent entity and is not affiliated, in any manner, with OTT Internet Ltd or its preceding operations. The Agency cannot, under any circumstances, be held accountable or liable for any outstanding monies, debts, or financial obligations associated with OTT Internet Ltd or any of its prior activities.
THE MILK N BEANS AGENCY LTD hereby excludes itself, its Employees and or Associates from all and any liability from:
- Loss or damage caused by any inaccuracy;
- Loss or damage caused by omission;
- Loss or damage caused by delay or error, whether the result of negligence or other cause in the production of the web site;
- Loss or damage to clients’ artwork/photos, supplied for the site. Immaterial whether the loss or damage results from negligence or otherwise.
The entire liability of THE MILK N BEANS AGENCY LTD to the Client in respect of any claim whatsoever or breach of this Agreement, whether or not arising out of negligence, shall be limited to the charges paid for the Services under this Agreement in respect of which the breach has arisen.
In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid provision.
THE MILK N BEANS AGENCY LTD are happy to receive communication relating to any of it’s products and/or services via our registered address: 20-22 Wenlock Road, London N1 7GU or via email firstname.lastname@example.org