Terms and conditions

1. About us and definitions

1.1 These terms apply to every service provided by Spectacle Ltd, a company registered in England and Wales (company number 17469934), whose registered office is at 9 Mistle Way, Thursby, Cumbria, CA5 6ES ("Spectacle", "we", "us", "our"). We are registered with the Information Commissioner's Office under number ZC278116.

1.2 "You" and "your" mean the business or person who orders a service from us. If you order on behalf of a business, you confirm that you have authority to bind it to these terms.

1.3 In these terms:

• Agreement means these terms, together with any Order, Project Agreement, our Acceptable Use Policy, our Data Processing Agreement and our Privacy Policy.
• Order means the plan or service you select in the Spectacle Dashboard, or any quote you accept from us.
• Project Agreement means the scope of work, timeline and fees we agree for a design or build project.
• Website Care Plan means the Website Care plan you choose (Essential, Care+ or Partner), which includes managed hosting and maintenance.
• Dashboard means our customer portal at app.usespectacle.net.
• Your Content means any text, images, data, code or other material that you supply, or that is uploaded to your website.
• Working Day means Monday to Friday, excluding bank holidays in England.

1.4 If these terms conflict with a Project Agreement, the Project Agreement takes priority for that project only.

2. Our services

2.1 We provide two services:

• Website design and build: designing and building a website to the scope set out in your Project Agreement.
• Website Care: managed hosting, routine updates, monitoring, backups, support and upkeep of your website, provided under a Website Care Plan. Managed hosting is included in every Website Care Plan, and is not sold separately.

2.2 Every website we design and build comes with our Care+ plan free for the first 12 months after launch, if we host it, so that we look after it once it is live. The free year includes the same resources as any Website Care Plan (section 9.6). At least 14 days before your free year ends, we will send you an automated reminder through the Dashboard and by email, so that you can pick the Website Care Plan you want to continue with. After that, Care+ continues at its regular price unless you change plan or cancel. You do not have to host with us: once the project has been paid in full, you can host your website elsewhere, from launch or at any time after (section 6). If you do, the free Care+ year ends when your website leaves us. It has no cash value, and we do not give a refund or credit for any unused months.

2.3 What each Website Care Plan includes is set out on our website and in the Dashboard at the time you order. Anything not listed is outside the plan and we will quote for it separately before doing the work.

2.4 We use carefully chosen third-party providers to deliver parts of our services, such as hosting infrastructure, payment processing and email. We may also work with trusted freelancers, such as copywriters and photographers. We remain responsible to you for the services we provide.

2.5 We do not register or host domain names. You register and own your domain, and you keep control of its DNS settings. We will tell you what records to set so your domain points to your website, and we recommend managing DNS through Cloudflare.

3. Your account and the Dashboard

3.1 You need a Dashboard account to order and manage our services. The information you give us must be accurate, and you must keep it up to date.

3.2 You are responsible for keeping your login details secure and for everything done through your account. Tell us straight away through the Dashboard, or at [email protected] if you cannot log in, if you think someone else has accessed it.

3.3 All support requests, changes and other communication about your services go through the Dashboard. We do not offer telephone support. This keeps a clear written record of every request, and makes sure each one reaches the right person on the team.

3.4 We send notices about your account, billing and services to the email address on your account and in the Dashboard. You agree to receive these notices electronically.

4. Plans, pricing and payment

4.1 Our prices are shown on our website, in the Dashboard or in your quote. Prices are in pounds sterling and exclude VAT, which we add at the current rate. If you are buying as an individual, the prices we show you include VAT.

Website Care Plans

4.2 You can pay for a Website Care Plan monthly or annually. An annual plan costs the same as 10 monthly payments, so you get 2 months free. There is no minimum term.

4.3 Website Care Plans are paid by card through our payment provider, Stripe. Your card is saved securely by Stripe, not by us. It is charged automatically at the start of each billing period until you cancel.

4.4 We may change Website Care Plan prices by giving you at least 30 days' notice. The new price applies from your next billing date after the notice ends. If you do not accept the change, you can cancel before it takes effect.

Design and build projects

4.5 Project fees are paid in three stages:

4.6 We start work once the deposit has cleared. Stage invoices are due within 7 days of issue. Each stage payment covers the work for that stage and is non-refundable once paid. The final payment is required before we launch your website or release any of the work to you, including if you choose to host it elsewhere. If you have not responded to a request for design approval or sign-off within 30 days, we may treat that stage as approved and invoice for it.

4.7 Work outside the agreed scope, including extra revision rounds, is quoted separately before we start it.

Late or failed payments

4.8 If a payment fails or an invoice is overdue, we will remind you through the Dashboard and by email.

4.9 If payment is still outstanding 7 days after it was due, we may suspend your services. This includes placing your website in maintenance mode and pausing project work. Suspension does not delete your website or data. We will restore services promptly once you have paid everything that is due.

4.10 If you are a business customer, we may also charge interest and compensation on overdue sums under the Late Payment of Commercial Debts (Interest) Act 1998.

Disputed payments

4.11 If you dispute a payment with your bank or card provider, we may suspend the services connected to that payment straight away while the dispute is open. This can include placing your website in maintenance mode and restricting your access to parts of the Dashboard. We will show a notice in the Dashboard explaining that the subscription or website is under dispute. Suspension does not delete your website or data, and we will restore your services promptly if the dispute is withdrawn or decided in your favour.

4.12 If a dispute is decided in our favour, we may charge a dispute admin fee of £25. This covers the fee our payment provider charges us and the time we spend responding. We will invoice it through the Dashboard. We will not charge it if the dispute is decided in your favour.

4.13 To respond to a dispute, we share evidence with our payment provider, as set out in our Privacy Policy.

5. Special offers

5.1 We run two special offers, mainly for customers who bring an existing website to us for Website Care. Websites we design and build already include a free year of Care+ (section 2.2), so the Website Care part of these offers does not apply to them. The Cumbrian business offer's 20% design and build discount does still apply. Each offer is subject to the conditions below and to our approval.

5.2 Each offer is limited to one per business. We may ask for evidence that you qualify, such as your Companies House record, HMRC registration or a business address. We decide whether an application is approved.

5.3 Offers cannot be combined with each other or with the 2 months free on annual plans.

5.4 We will remind you through the Dashboard at least 14 days before an offer ends. Unless you cancel, your plan will then continue at its regular price.

5.5 We may withdraw an offer if we reasonably believe you do not qualify or have misused it. We may stop accepting new applications for an offer at any time. This does not affect offers that are already running.

6. Cancellation and leaving us

Cancelling a Website Care Plan

6.1 You can cancel a Website Care Plan at any time in the Dashboard. Cancellation takes effect at the end of your current billing period, and your services continue until then.

6.2 We do not refund unused time on monthly or annual plans, except where the law requires it or where we choose to.

Cancelling a design and build project

6.3 You can cancel a project at any time by telling us through the Dashboard. Stage payments already made are not refunded, because each one covers that stage of the work, and you owe nothing more for that project. We release the work only once the project has been paid in full (section 8.2).

6.4 If a project has been on hold for more than 60 days because we are waiting on you, we may close it on 14 days' notice. Section 6.3 then applies as if you had cancelled.

Your rights if you are a consumer

6.5 If you are buying as an individual and not for business purposes, you have the right to cancel any of our services, including a Website Care Plan, a design and build project or custom work, within 14 days of entering into the contract, without giving a reason. To cancel, tell us through the Dashboard, at [email protected], or with our cancellation form at app.usespectacle.net/cancel/. You do not have to use the form.

6.6 We will not start work during the 14 days unless you ask us to. When you place an order or accept a quote, you can ask us to start straight away by ticking a box. If you do not, we start on day 15. This does not change your project timeline, which we agree with you separately. If you ask us to start early:

• for a design and build project or custom work, if you cancel within the 14 days, you pay for the work done up to the point you told us. We refund anything you have paid beyond that, even if section 6.3 says otherwise;
• for a Website Care Plan, if you cancel within the 14 days, you pay for the days of service you have had, and we refund the rest of that billing period's payment;
• if your project or custom work is completed within the 14 days, you lose your right to cancel it. A project is complete when we launch your website, or when we release the finished work to you. After launch, we keep a close eye on your website for any issues. This monitoring is provided under your Care+ plan and is not part of the project.

6.7 If you cancel, we refund you within 14 days of the day you told us, to the card you paid with. Before any work begins, we email you a copy of your agreement, including whether you asked us to start early. The Care+ plan that comes with a website we build is a separate, ongoing service, and you can cancel it at any time under section 6.1.

When we may end the Agreement

6.8 We may suspend or end your services straight away if you seriously or repeatedly break this Agreement or our Acceptable Use Policy, or if any payment is more than 30 days overdue.

6.9 We may also end any Website Care Plan for any reason by giving you at least 30 days' notice. We will refund any fees you have paid in advance for the period after it ends.

Leaving us

6.10 When your Website Care Plan ends, we will make a full backup of your website (its files and, where it has one, its database) available to download from the Dashboard for 30 days.

6.11 If you want help moving your website to another provider, we will quote for this. Any outstanding fees must be paid before we hand over your website.

6.12 After those 30 days, we permanently delete your website and its data from our systems and those of our providers. Backups are deleted within their normal rotation cycle. We may keep billing and account records where the law requires it, as set out in our Privacy Policy.

7. Your responsibilities

7.1 You agree to:

• supply content, feedback and approvals on time, so that we can keep your project on schedule;
• make sure that you own, or have permission to use, all of Your Content, and that it does not infringe anyone else's rights;
• make sure that your website, and the way you use it, follows the law, including data protection, consumer and advertising law;
• follow our Acceptable Use Policy, which forms part of this Agreement;
• keep your domain registration renewed and paid for, and keep its DNS pointed as we advise;
• keep your own copy of any content that is important to you.

7.2 You are responsible for Your Content and for any legal pages on your website, such as your own privacy policy. We can help you prepare these, but you remain responsible for them.

7.3 You must not change server settings, install plugins or themes, or edit code in a way that our Website Care Plan does not allow, without agreeing it with us first. We are not responsible for problems caused by changes made by you or by anyone else you allow to access your website. Fixing them may be chargeable.

7.4 You will indemnify us against claims from third parties caused by Your Content or by your breach of this Agreement. If you are a consumer, this section 7.4 does not apply to you.

8. Intellectual property

8.1 You keep ownership of Your Content. You give us a licence to use it for as long as we need to, so that we can provide our services.

8.2 Once you have paid for a project in full, we transfer to you ownership of the final design and the custom code we wrote specifically for your website. Until then, we own it and you may not use it outside our services.

8.3 We keep ownership of our own tools, frameworks, templates, code libraries and know-how that we use across many projects ("Spectacle Materials"). Where any of them form part of your website, we give you a permanent, non-exclusive licence to use them as part of that website. This licence continues if you move your website to another host.

8.4 Your website may include third-party software, such as open-source software, plugins, themes, fonts or stock images. These are provided under their own licences, which you agree to follow. If a licence is held in our name, for example a premium plugin licence, it may end when your Website Care Plan ends, and you may need to buy your own.

8.5 We may show your website, and a description of our work on it, in our portfolio, on our website and on social media. We may also add a small credit link in your website footer. If you would prefer us not to do either of these, tell us through the Dashboard.

9. Hosting, backups and support

9.1 We aim to keep your website available 99.9% of the time, measured monthly. This is a target, not a guarantee, and no service credits apply. It does not include planned maintenance, problems caused by your domain or DNS, Your Content or changes made by you, or events outside our reasonable control.

9.2 We will try to carry out planned maintenance at quiet times and give you notice through the Dashboard when it is likely to affect your website.

9.3 We back up your website regularly and keep each backup for 30 days. Backups are for restoring your website after a problem. They are not an archive. If you ask us to restore a backup because of something you did, we may charge for it.

9.4 Support is provided through the Dashboard. We aim to respond as follows:

9.5 Response times are when we first reply, not when the issue is fixed. We will keep you updated in the Dashboard until it is resolved.

9.6 Every Website Care Plan, including the free Care+ year, is designed for a website of up to 5GB in size (its files, database and media together) and up to 15,000 visitors a month. If you expect your website to need more, tell us before you order. If it grows beyond these while you are with us, you can contact us, or we will contact you, to discuss options such as a more suitable plan or a quote for the extra resources. We will not charge you more without agreeing it with you first. If the extra usage is harming our systems or other customers, we may limit it straight away (section 9.7).

9.7 We may suspend your website straight away, without notice, if it has been hacked, is sending spam or malware, is under attack, or is putting our systems or other customers at risk. We will tell you why and work with you to restore it as quickly as we can.

10. Data protection

10.1 We handle your personal data, such as your account and billing details, as a controller. Our Privacy Policy explains how we do this.

10.2 When we host or maintain your website, we may process personal data about your own customers and visitors on your behalf, such as form submissions or orders. For this data, you are the controller and we are your processor. Our Data Processing Agreement forms part of this Agreement and sets out how we handle that data, including which sub-processors we use.

10.3 You are responsible for having a lawful basis for collecting personal data through your website, for having your own privacy notice, and for getting any cookie consent your website needs.

11. Our liability

11.1 Nothing in this Agreement limits our liability for death or personal injury caused by our negligence, for fraud, or for anything else that cannot be limited by law.

If you are a business customer

11.2 We are not liable for any loss of profits, revenue, business, goodwill, opportunity or data, or for any indirect or consequential loss.

11.3 Our total liability to you under or in connection with this Agreement, in any 12-month period, is limited to the fees you paid us in the 12 months before the event that gave rise to the claim.

11.4 We are not liable for problems caused by third-party software, services or providers that we do not control, or by Your Content, your domain or DNS, or changes made by you or anyone you allow access.

If you are a consumer

11.5 We are responsible for loss or damage you suffer that is a foreseeable result of our breaking this Agreement or failing to use reasonable care and skill. We are not responsible for loss that was not foreseeable. If you use our services for any business purpose, we are not liable for any business losses.

11.6 Nothing in this Agreement affects your statutory rights, including your right to services carried out with reasonable care and skill under the Consumer Rights Act 2015.

Events outside our control

11.7 We are not responsible for delays or failures caused by events outside our reasonable control. These include major failures at our providers, internet outages, cyber-attacks we could not reasonably prevent, extreme weather and illness. We will tell you through the Dashboard and do what we reasonably can to limit the effect.

12. Complaints, changes and general terms

Complaints

12.1 If you are unhappy with our service, raise a complaint through the Dashboard. We will acknowledge it within 2 Working Days and aim to resolve it within 14 days. If it is still not resolved, either of us may suggest mediation before going to court.

Changes to these terms

12.2 We may update these terms from time to time, for example to reflect changes in the law or in our services. We will give you at least 30 days' notice of any change that materially affects you, through the Dashboard and by email. If you do not accept the change, you can cancel before it takes effect without any penalty. Minor changes, such as corrections, take effect when we publish them.

General

12.3 You may not transfer your rights under this Agreement without our written agreement. We may transfer ours to another business that takes over our services, and will tell you if we do. If you are a consumer, you can cancel if you are unhappy with the transfer.

12.4 If a court decides that any part of these terms cannot be enforced, the rest still applies.

12.5 If we delay enforcing any of these terms, we can still enforce them later.

12.6 This Agreement is the whole agreement between us about its subject matter. Nobody else has any rights under it.

Governing law

12.7 This Agreement is governed by the law of England and Wales, and the courts of England and Wales have jurisdiction. If you are a consumer living in Scotland or Northern Ireland, you can also bring proceedings in your local courts.