Terms and conditions

DBETA LIMITED · Company No. 11917799

Registered office: 2 Amblecote Close, Lee, London SE12 9TP · Trading address: Level 37, 1 Canada Square, London E14 5AB

These Terms and Conditions ("Terms") govern all services provided by DBETA LIMITED ("DBETA", "we", "us", "our"). By commissioning, paying for, or continuing to use our services, you ("Client", "you") agree to be bound by these Terms and any applicable Schedule.

Version 2.0 — November 2026. Replaces all earlier versions.

1. Definitions

Services – All services provided by DBETA, including web design, development, SEO, hosting, CRM setup, support, consultancy, integrations, content implementation, and any related work agreed in writing.

Project – Any agreed scope of work, task, deliverable, campaign, or development activity undertaken for the Client, whether fixed-price, hourly, or retainer-based.

Deliverables – Completed materials produced by DBETA as part of a Project, which may include code, designs, layouts, content implementation, technical setup, configuration, or digital assets. Deliverables do not include DBETA's proprietary software (including Bones), reusable components or internal systems unless licensed separately.

Client Accounts – Accounts, properties and assets registered to or owned by the Client, including domain names, advertising accounts (such as Google Ads), analytics properties, tag management containers, search console properties, email accounts and social media accounts, whether or not DBETA set them up or manages them.

IP (Intellectual Property) – All intellectual property rights including code, software, libraries, designs, documentation, automations, processes, and any proprietary systems created or used by DBETA in connection with the Services.

Content – Any files, data, text, images, documents, media, information, or materials supplied by the Client for use in a Project. The Client is responsible for ensuring all Content is lawful, accurate, and rights-cleared.

Schedule – A service-specific document that supplements these Terms and sets out details for specific services, such as the Hosting Schedule or the Services & Working Arrangements Schedule. Schedules form part of the agreement.

DPA (Data Processing Agreement) – The agreement that governs the processing of personal data under UK GDPR, setting out the responsibilities of the Client (Data Controller) and DBETA (Data Processor).

Standard Hourly Rate – £100 per hour, or such other rate as DBETA notifies in writing at least 30 days in advance. Clients on a Continuity plan pay the plan's published rate for extra work instead (currently £85, £75 or £70 per hour).

If a Schedule conflicts with these Terms, the Schedule prevails.

2. Scope of Services

The Services are those explicitly agreed in writing in a proposal, quotation, estimate or Schedule. Anything not documented is out of scope.

2.1 Web Design & Development

Includes planning, UX/UI design, coding, testing and launch. Work is delivered in agreed stages, built on a staging site, with Client approval at each milestone. The final website is hosted by DBETA unless otherwise agreed in writing.

2.2 SEO Services

Covers structured data, technical and on-page optimisation for search engines and AI assistants. Where it is part of a Bones build, it is delivered within that Project. Where SEO is agreed as an ongoing service, the minimum term is 3 months and performance is measured against KPIs defined in the SEO Schedule. DBETA does not guarantee rankings, traffic or AI citations. Credits (if offered) are the Client's sole remedy for underperformance.

2.3 Website Hosting

Managed hosting with backups, uptime monitoring and support, as set out in the Hosting Schedule. Hosting renews annually unless cancelled with 30 days' notice before renewal. A renewal reminder is issued at least 30 days before renewal.

2.4 Ad-Hoc Website Support

Charged at the Standard Hourly Rate, minimum one hour, billed in increments. All support requests must be sent to legal@dbeta.co.uk. Requests sent to personal numbers or unofficial channels are not guaranteed.

2.5 Continuity Plans

Monthly Continuity plans (Essential, Governance and Strategic Continuity) on a 12-month agreement. Each plan's price, included hours, response times and hourly rate for extra work are as published on DBETA's pricing page at the time of agreement, or as set out in the Support Schedule.

2.6 Disclaimer

Only Services explicitly agreed in writing are included.

2.7 Domain Names

Domains registered on the Client's behalf are registered in the Client's name unless agreed otherwise. Renewal fees remain the Client's responsibility unless DBETA manages them.

2.8 Subcontractors

DBETA may use vetted subcontractors and specialists. All subcontractors operate under written confidentiality terms. DBETA remains fully responsible for delivery and quality.

2.9 CRM Software Services

This section applies to DBETA's separate CRM software. It does not apply to Bones, or to custom CRMs and client portals built as web development Projects, which are quoted per Project. DBETA offers CRM setup, customisation, module development, hosting and support. A CRM software licence (£300 for a 3-year usage and support period) is required for updates. The CRM is hosted on DBETA's servers, which undergo major updates every 3–5 years. Major PHP/MySQL updates may require CRM upgrades.

2.9.1 Implementation methods

• Modular approach (recommended): custom features built as modules; the core system remains clean; best long-term upgradeability.
• Hardcoded approach: lower upfront cost; custom code written into core CRM files; core updates overwrite changes; re-integration is chargeable.
• Hybrid approach: a combination of modules and core edits; suitable for heavily customised systems; additional manual work required during major updates.

2.9.2 CRM obligations

• Updates are expected every 3–5 years.
• Hardcoded or hybrid systems require paid rework.
• Update labour is chargeable.
• DBETA is not liable for loss of functionality caused by Client-level customisations.
• Clients must budget for CRM lifecycle maintenance.
• Additional CRM components and licences are agreed separately.

2.10 Deliverable Completion

Deliverables are complete when DBETA notifies the Client of completion and the Client signs off on staging. Any updates, revisions or additional requests after sign-off are new work, unless part of a Support Schedule or agreed in writing.

2.11 Strategy and Audits

Structural Strategy (Structural Blueprint), Structural Audit, AI Visibility Check and AI Visibility Audit are fixed-fee engagements. Deliverables are the documents and walkthrough set out in the estimate. Findings and recommendations are DBETA's professional opinion; DBETA does not guarantee how search engines or AI assistants will describe or rank the Client. AI prompt-test results reflect the date of testing and can change.

2.12 AI-Assisted Prototyping

A prototype is a working reference for planning and testing, not production software. It uses sample data; the Client must not load real customer records into it. Moving to a production build is a separate Project.

2.13 AI-Assisted Software Engineering (work on Client code)

• The Client owns its code and repositories. Changes DBETA writes to the Client's code become the Client's once the related invoices are paid. DBETA's own software (including Bones), tools and reusable components stay with DBETA (section 5.2).
• DBETA uses AI coding assistants. A developer reviews every change, and changes are tested before release. On request, DBETA tells the Client which AI tools it uses, and the Client may exclude a tool in writing.
• The Client keeps its own backups and repository access. DBETA works through access the Client grants and does not change production systems without the Client's written approval.

2.14 AI Workflows and Business Bots

Assistants answer from the content and documents the Client supplies. Answers can be wrong; the Client remains responsible for checking outputs before relying on them, and for telling its users they are talking to an automated assistant. Usage costs charged by third-party AI providers are paid by the Client unless the estimate states otherwise. Personal data handled by a workflow is covered by section 7 and the DPA.

2.15 Workshops and Training

Workshops are quoted per engagement. Materials provided remain DBETA's; the Client may use them internally. Rescheduling with less than 5 business days' notice may be charged.

3. Client Responsibilities

The Client agrees to cooperate fully with DBETA to enable timely and effective delivery of the Services.

3.1 Content, Materials & Access

The Client must:

• Provide timely, accurate, complete and organised Content, as set out in section 6;
• Supply any access, credentials or assets needed for the Project;
• Ensure all Content is lawful, rights-cleared and suitable for publication;
• Review Deliverables and give approvals promptly.

DBETA is not responsible for delays caused by late, unclear, incomplete, disorganised or incorrect Content or instructions. Corrections resulting from these issues are billable. If Content is not supplied within 60 days, the Project may be cancelled and deposits forfeited.

3.2 Project Workflow & Lead Times

Each Project follows these steps: written request → DBETA estimate → Client approval and deposit → complete Content → DBETA content check → build on staging → Client review → sign-off, payment and go-live. Work starts only when the step before it is complete.

• The Client should allow at least two weeks to prepare and check Content before supplying it.
• The Client should allow at least 5 business days to review each stage.
• Build timelines run from the date complete Content is received, not from the date of the request.
• DBETA does not accept requests to complete work over a weekend or within a few days of receiving it, unless agreed in advance as urgent work (section 17.7).
• Where a Services & Working Arrangements Schedule is in place, its lead times apply.

3.3 Communication & Feedback

The Client must:

• Respond to requests for information, approvals or feedback within 7 days;
• Give feedback in a clear, consolidated written format, not spread across multiple messages or channels;
• Communicate through approved channels (email or project systems);
• Name a main contact and, for planned absences, a deputy who can approve work.

The Client is responsible for ensuring all feedback, approvals and instructions have been internally reviewed and authorised before they are sent. DBETA is not responsible for delays, rework or costs arising from conflicting stakeholder feedback, internal disagreements, contradictory instructions, or changes requested after approval.

Failure to respond may delay timelines, require rescheduling, incur additional fees, or result in suspension of the Project. If no feedback is received within 14 days, the relevant Deliverable may be deemed accepted. Requesting deployment, continuation, content population, launch or the next phase constitutes acceptance of the previous phase and its Deliverables.

3.4 System Security & Access

The Client must:

• Maintain secure passwords and use multi-factor authentication where available;
• Not grant unauthorised third parties access to systems managed by DBETA;
• Notify DBETA immediately of any suspected security breach.

DBETA is not responsible for issues caused by Client-level changes, unauthorised third-party access, or plugins, themes, scripts or integrations installed without approval. Remedial work is billable at the Standard Hourly Rate.

3.5 Support Requests

All support requests must be submitted to legal@dbeta.co.uk. Requests sent to personal numbers, WhatsApp, SMS or other unapproved channels are not guaranteed and may not be tracked. Clients without a Continuity plan receive assistance on an ad-hoc basis at the Standard Hourly Rate.

3.6 Timeliness & Delays

Delays of more than 14 days caused by the Client may lead to rescheduling, changed delivery timelines, and additional charges if resources must be reallocated. DBETA allocates development, design and technical resources in advance based on agreed timelines and Client responsiveness, and is not liable for deadlines missed due to Client delays.

4. Payment Terms

4.1 How work is priced and paid

All invoices are due within 14 days unless stated otherwise. Fees exclude VAT where applicable.

4.2 Late Payment

An invoice is overdue if payment is not received by its due date. From the day after the due date, the following apply automatically under the Late Payment of Commercial Debts (Interest) Act 1998:

• Statutory interest at 8% per year above the Bank of England base rate, calculated daily until payment is received in full;
• Fixed compensation of £40 for invoices under £1,000, £70 for invoices of £1,000 to £9,999.99, and £100 for invoices of £10,000 or more;
• Reasonable recovery costs above the fixed compensation, where DBETA incurs them, as the Act allows.

A maximum of three payment reminders is issued per invoice. Paying the principal does not remove liability for interest, compensation or recovery costs already incurred.

4.3 Enforcement & Recovery

Where payment remains outstanding, DBETA may:

• Suspend further work on any Project while the account is overdue;
• Suspend hosting or other managed services in line with the relevant Schedule, after the notice and export window it sets out;
• Issue statements showing accrued interest and compensation;
• Refer the matter to a debt recovery agency or pursue legal action.

A Reactivation Fee of £50 applies to reinstate a suspended service once the overdue balance is paid in full. It reflects the administrative work of restoring the service.

4.4 Non-Refundable Fees & Transfer

• Deposits and fees for work already performed are non-refundable.
• Ownership of bespoke Deliverables (designs, code and other work product) transfers to the Client once all related invoices are paid in full.
• Client Accounts, the Client's data and the Client's existing access are never withheld for non-payment (see section 5.5).

4.5 Effect of Suspension

Suspension does not relieve the Client of payment obligations, pause hosting, retainer or subscription billing, or extend project timelines. Delays caused by suspension are the Client's responsibility.

4.6 Invoice Corrections

DBETA may correct any invoice errors, omissions or inaccuracies. A corrected invoice replaces the previous version and remains payable by the original due date unless stated otherwise in writing.

4.7 Agreement Activation

Payment of any invoice or deposit constitutes acceptance of these Terms and any applicable Schedule.

4.8 Credits

• The Structural Blueprint fee is credited against a Bones build that starts within 6 months of the Blueprint.
• The AI Visibility Check fee is credited against the full AI Visibility Audit taken within 3 months.
• Credits have no cash value and cannot be transferred.

5. Intellectual Property & Client Accounts

5.1 Client Ownership

The Client owns:

• All Content it provides;
• All Client Accounts and the data in them, at all times;
• Once all related invoices are paid: the final front-end design, bespoke visual elements created for its Project, and custom code written solely for its use and not part of DBETA's proprietary software.

5.2 DBETA Ownership

DBETA retains full ownership of:

• Its proprietary software, including Bones, and its system architecture, core codebase and CMS structures;
• Reusable components, libraries, modules, tools, scripts, templates and automations, whether pre-existing or developed during a Project;
• Proprietary systems and integrations;
• Any enhancements to DBETA's internal tools made during a Project;
• Its general skills, know-how and methods.

Nothing in these Terms transfers ownership of DBETA's proprietary technology.

5.3 Licence to Use DBETA Software

DBETA grants the Client a perpetual, non-exclusive, non-transferable licence to use DBETA's proprietary software (including Bones) and related components only as part of the delivered website. Unless a separate written licence (such as a Software Licence) grants wider rights, this licence:

• Does not permit resale, replication or use in other projects;
• Does not allow the Client to extract, modify or reverse-engineer DBETA's proprietary systems;
• Terminates automatically if the Client materially breaches these Terms or fails to pay for the Project it relates to.

Where a separate Software Licence applies, its terms prevail over this section for the licensed product. Bones 9 is in development and is not offered under these Terms until DBETA confirms its availability in writing.

5.4 Exports & Handover

• Where the Client has control panel access, it can export its website files and databases at any time, free of charge.
• Where the Client asks DBETA to carry out an export, the Migration Fee in section 11 applies.
• Exports include website files, database content, and bespoke visuals and content. They do not include DBETA's proprietary software, internal tools, modules, automations or scripts, or licences for proprietary components unless separately purchased.
• Websites that run on DBETA's software may need redevelopment if moved to third-party hosting.

5.5 What DBETA May and May Not Withhold

While invoices are overdue, DBETA may withhold:

• Deliverables not yet delivered or deployed, and source code for unpaid work;
• Further work, support and changes;
• Hosting or managed services, only in line with the relevant Schedule and its notice and export window.

DBETA does not withhold, disable or restrict Client Accounts, the Client's data, or the Client's existing administrative access to its own accounts, whatever the payment position. Action needed for a genuine security incident or legal requirement is the only exception, with prompt notice to the Client.

5.6 Recurring Services

DBETA may require Direct Debit for SEO, hosting or Continuity plans. Failure to maintain an active mandate may result in suspension of those services in line with section 4.3.

5.7 Portfolio Use

DBETA may display completed, live work (screenshots, designs and live URLs) in its portfolio, marketing materials and case studies. DBETA never shows the Client's confidential information, campaign data or results without written consent. The Client may opt out at any time by notifying DBETA in writing.

6. Content & Acceptable Use

The Client is responsible for supplying clear, complete and lawful Content. DBETA may remove or refuse Content that is unlawful, infringing, defamatory, harmful or technically unsuitable.

6.1 Client-Provided Materials

The Client warrants that it owns or has full rights to all materials supplied, and indemnifies DBETA against any related intellectual property or licensing claims. Before supplying Content, the Client makes sure it is:

• Final: the approved version, proofread, with nothing still to be decided;
• Accurate: facts, prices, names, dates and descriptions are correct;
• Cleared for publication: images and documents have been checked for confidential or sensitive information (for example prices, client names, labels, or reflections visible in photographs), and any retouching has already been done;
• Rights-cleared: the Client owns or has permission to publish everything supplied.

DBETA checks that Content is complete and usable. It does not check the accuracy, confidentiality or rights of the Client's Content and is not responsible for errors, omissions, low-quality files, outdated information, or confidential information contained in it.

6.2 Format & Delivery

Content must be supplied:

• In a single consolidated delivery, unless otherwise agreed;
• In digital, editable formats suitable for web use (for example .txt, .docx, .csv, .jpg, .png; .pdf for reference only);
• With clear instructions, file names and placement notes.

Content supplied in fragmented, incomplete or non-production-ready form may need extra processing, formatting or consultation time. Unless agreed in writing, DBETA is not responsible for copywriting, proofreading, restructuring, interpreting unclear instructions, or organising incomplete submissions. Such work is charged at the Standard Hourly Rate.

6.3 Implementation & Post-Upload Changes

DBETA uploads Content as provided. Once implemented, replacing or correcting Content (including new versions of images) because of Client error, new information or a change of mind is a change request, charged at the Standard Hourly Rate. All changes must be submitted clearly in writing.

6.4 Client System Access

DBETA is not responsible for issues arising from Client modifications, third-party changes, plugin or theme updates, hosting provider changes, or access the Client grants to other developers or agencies. Remedial work is billed at the Standard Hourly Rate.

7. Data Protection

DBETA complies with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018 when processing personal data on behalf of the Client.

7.1 Roles and Responsibilities

• The Client is the Data Controller, responsible for determining the purpose and lawful basis of processing.
• DBETA is the Data Processor, processing data only as instructed by the Client.
• DBETA's Data Processing Agreement forms part of these Terms wherever DBETA processes personal data for the Client, and is available on request.

7.2 Client Responsibilities as Data Controller

The Client is responsible for having a lawful basis to collect and process personal data, ensuring data supplied to DBETA is accurate and lawful, providing privacy notices and cookie consent to its users, ensuring its own systems comply with UK GDPR, and securing any third-party tools it asks DBETA to connect. The Client sends DBETA personal data only where needed for the Services.

DBETA is not liable for compliance failures arising from Client-owned systems, hosting environments, or third-party tools controlled by the Client.

7.3 DBETA Responsibilities as Data Processor

DBETA will:

• Process personal data only on documented instruction from the Client;
• Take appropriate technical and organisational measures to protect personal data, including multi-factor authentication and supported, patched systems;
• Notify the Client without undue delay of any confirmed data breach affecting systems DBETA controls;
• Assist with data subject requests where commercially reasonable;
• Never withhold the Client's personal data from the Client.

7.4 Third-Party Services & Integrations

DBETA is not responsible for breaches, outages, vulnerabilities or compliance failures caused by third-party tools, plugins, APIs, hosting providers or platforms selected by the Client, or for data loss resulting from Client misconfiguration of third-party services. Integration with third-party systems is undertaken at the Client's risk.

7.5 Data Storage & Retention

DBETA does not provide long-term archiving unless agreed in a Schedule. Project files and hosted data are retained for 30 days after completion or termination unless otherwise stated, and server backups expire on their normal 30-day cycle.

7.6 Transmission of Personal Data

The Client must not send sensitive personal data by email, WhatsApp, SMS or unencrypted attachments unless secure transfer methods are used. DBETA is not responsible for exposure caused by insecure transmission initiated by the Client.

7.7 Breach Notification

DBETA notifies the Client without undue delay of any confirmed data breach affecting systems under its control. DBETA is not responsible for breaches arising from Client actions or systems, third-party platforms chosen by the Client, or credentials the Client shares with unauthorised parties.

8. Limitation of Liability

DBETA's total aggregate liability for all claims, losses or damages arising out of any Project or Service is capped at the total fees paid by the Client to DBETA in the 12 months preceding the claim, excluding advertising spend paid to third parties.

DBETA is not liable for:

• Indirect, incidental, special, punitive or consequential losses;
• Loss of revenue, profits, business, goodwill or data;
• Issues arising from third-party software, plugins, APIs, hosting providers, platform outages or external dependencies;
• Delays or failures caused by Client unresponsiveness, late Content, unclear instructions or changes in scope;
• Client modifications, third-party changes, or unauthorised access to systems;
• Malware, security breaches or attacks resulting from Client actions or third-party hosting environments;
• SEO performance fluctuations, algorithm changes or ranking variations;
• Advertising results, including clicks, conversions, cost per acquisition or return on ad spend, which depend on budget, market conditions, platform algorithms and Client-side factors;
• Service interruptions required for maintenance, updates or emergency fixes;
• Issues arising from technologies, software or dependencies reaching end-of-life or ceasing support.

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot legally be excluded.

9. Warranty

DBETA provides a 30-day warranty from go-live for defects arising directly from its work. A defect is a reproducible technical error that prevents a delivered feature from working as originally specified and agreed. Warranty work covers only the original, documented Deliverables.

The warranty does not cover issues arising from:

• New features, enhancements or additional functionality;
• Client edits, Content changes, or misuse of the website or CMS;
• Incorrect, unclear or inconsistent Content supplied by the Client;
• Third-party plugin, theme, API, software or platform updates;
• Hosting provider changes, configuration issues or server restrictions;
• Changes made by other developers, agencies or individuals with system access;
• SEO, performance or ranking fluctuations;
• Browser updates, device changes or compatibility issues outside DBETA's control;
• Incomplete, late or revised instructions, or scope changes after handover.

Fixes outside the warranty are billed at the Standard Hourly Rate. The warranty is void if the Client or any third party modifies the website code, settings, plugins or hosting environment, shares credentials with unapproved third parties, or installs plugins, modules, scripts or integrations without DBETA's review.

10. Termination

10.1 Client-Initiated Termination

• Continuity plans: 30 days' written notice, taking effect at the end of the 12-month agreement. If the Client ends a plan before then, the remaining monthly fees for the 12 months are payable. Hosting and other ongoing services: 30 days' written notice, after any minimum term.
• Web design and development: as set out in the relevant proposal or Schedule.
• If the Client ends a Project before completion, all work done up to the termination date (including planning, design, development, meetings, communications and partial Deliverables) is invoiced immediately. Deposits are non-refundable.

10.2 Termination by DBETA

DBETA may suspend or terminate Services if:

• The Client fails to pay any invoice when due;
• The Client breaches these Terms or any Schedule;
• The Client engages in abusive, threatening or unprofessional behaviour;
• The Project becomes unworkable, unsafe or materially different from the agreed scope;
• The Client repeatedly fails to communicate, provide Content or approve Deliverables;
• The Client grants system access to a third party without permission;
• Security concerns or misuse of systems are detected.

10.3 Unresponsiveness & Project Abandonment

If the Client is unresponsive for 30 days, the Project may be paused. At 60 days it may be treated as abandoned: DBETA may close it, invoice all work completed to date, reset deadlines, and charge a Reactivation Fee to restart.

10.4 No Refunds for Partially Completed Work

Refunds are not given for work already completed, time spent on planning, design or development, time booked for the Project, or suspension caused by overdue payment or unresponsiveness.

10.5 Effect of Termination

On termination:

• All outstanding invoices become immediately due;
• DBETA's access to staging systems and DBETA-hosted infrastructure ends after the handover arrangements in section 11 and the relevant Schedule;
• Undelivered Deliverables may be withheld until paid, as set out in section 5.5. Client Accounts, Client data and existing Client access are not withheld;
• DBETA has no further obligation to store, manage or maintain Client files beyond the retention period in section 7.5, unless agreed under a Continuity plan.

11. Website, Domain & Email Migration / Offboarding

11.1 Self-Service Export

Where the Client has control panel access, it can download its website files and databases at any time, free of charge.

11.2 Migration Fee (£120)

Where the Client asks DBETA to export its website and/or move its domain away from DBETA-managed infrastructure, a fixed Migration Fee of £120 applies. It covers export of website files and databases, packaging, and delivery via a secure platform. Where DBETA manages the domain, third-party transfer or registry fees are added at cost.

11.3 What the Migration Fee Does Not Cover

Uploading or installing the website at a new host, database import, DNS changes, SSL setup, email setup or migration, server configuration, or troubleshooting compatibility issues at the new provider. Once files and transfer codes are provided, responsibility for setup and operation passes to the Client.

11.4 Email Backup & Migration (optional)

Email data is not included in the Migration Fee. Where requested, DBETA backs up and transfers mailbox data at £10 per 1 GB, based on total mailbox size at the time of migration. DBETA does not guarantee preservation of folder structures, rules, filters or flags, or compatibility with the new provider, and is not liable for data loss or disruption caused by third-party email providers or Client-side configuration.

11.5 DNS Managed by DBETA

Where DBETA manages the Client's DNS in a DBETA-controlled account, DBETA provides the DNS zone file on request and moves the zone to an account the Client controls once, free of charge. Changing nameservers without first recreating the DNS records can interrupt the website and email.

11.6 Domain Transfers

Domain transfers follow registry rules and third-party registrar processes. DBETA is not responsible for transfer delays, failed transfers or registrar restrictions. Domain transfer fees are non-refundable, and DBETA is not liable for downtime or email disruption during or after a transfer.

11.7 Domain Renewal Responsibility & Expiry

Domain names are registered in the Client's name and their timely renewal is the Client's responsibility, whoever registered them. DBETA is not obliged to renew a domain where an invoice is unpaid, the account is overdue, services are suspended or the engagement has ended. DBETA is not liable for loss of a domain, its re-registration by others, or loss of website, email or data resulting from expiry. Any recovery costs (redemption fees, premium re-registration or third-party charges) are payable by the Client, and DBETA does not guarantee that an expired domain can be recovered.

11.8 Client Responsibility After Handover

Once files are delivered, the Client is responsible for installing, configuring and launching the website on its new hosting, and for ensuring the new server supports the required PHP, MySQL, extensions and modules.

11.9 No Liability After Handover

DBETA is not responsible for downtime after migration, failed installations, missing or corrupt data at the new host, server incompatibility, theme, plugin or module errors, loss of custom features, performance issues, or DNS mistakes and propagation delays.

11.10 Optional Paid Setup Support

If the Client needs help setting up the site at its new host, DBETA may assist at the Standard Hourly Rate, subject to availability.

12. Governing Law & Jurisdiction

English law applies. The courts of England and Wales have exclusive jurisdiction, although DBETA may bring proceedings elsewhere if more practical.

13. Service Level Expectations

Service levels apply only as set out in the Schedule or Continuity plan the Client has in place. Where no Schedule or Continuity plan sets a response time, none applies.

13.1 Hosting

Hosting targets 99.9% monthly uptime, excluding planned maintenance and circumstances outside DBETA's control (section 17.14). Hosting response times and service credits are set out in the Hosting Schedule.

13.2 Support Response Times

• Essential Continuity: email support, Monday to Friday; response based on availability.
• Governance Continuity: priority response within 1 business day.
• Strategic Continuity: priority response within 1 business day, with senior oversight.

Clients without a Continuity plan or Hosting Schedule receive ad-hoc support at the Standard Hourly Rate, with no guaranteed response time.

13.3 Scope of Support

Support covers issues directly related to DBETA's work, DBETA-managed hosting, and tasks defined in the Client's Continuity plan. It does not cover issues caused by Client edits or misuse, third-party plugin, theme or API failures, non-DBETA hosting, or new features, redesigns and out-of-scope development, which are billed at the Standard Hourly Rate.

13.4 No SLA Without a Schedule

Guaranteed response times, uptime commitments or performance metrics apply only where explicitly defined in a Schedule or Continuity plan.

14. Dispute Resolution

DBETA and the Client agree to resolve concerns professionally and in good faith before escalating.

• 14.1 Raising a concern. Concerns about Deliverables, performance, invoices or service quality must be raised in writing, clearly describing the issue.
• 14.2 Resolution process. Both parties make reasonable efforts to resolve the matter cooperatively. DBETA responds within a commercially reasonable time and may request further details or evidence.
• 14.3 10-day window. Both parties allow up to 10 business days to investigate and attempt resolution before taking further steps. This may be extended by agreement.
• 14.4 Suspension during a dispute. DBETA may suspend further work while a dispute about scope or unclear instructions is reviewed, or while invoices are overdue. Payment obligations for completed work and active hosting or retainer services continue.
• 14.5 No withholding of payment. The Client may not withhold payment of undisputed invoices or amounts during a dispute. Only the disputed portion may be held.
• 14.6 Mediation. If good-faith discussion does not resolve the issue, both parties will consider mediation before legal proceedings.
• 14.7 Right to enforce. Nothing in this section prevents DBETA recovering overdue payments if the Client becomes unresponsive, refuses to engage, or raises a dispute in bad faith, or prevents either party seeking urgent court relief.

15. Revision & Feedback Policy

15.1 Included Revisions

Unless otherwise stated, Projects include up to three rounds of revisions per Deliverable. A round is a single consolidated written list of changes provided at one time. Multiple emails, scattered feedback or drip-fed messages may be treated as additional rounds.

15.2 Additional Revisions

Revisions beyond the included rounds, or caused by unclear, incomplete or changing feedback, are billed at the Standard Hourly Rate. This includes changes of mind after approval, stylistic changes outside the brief, changes needed because the Client supplied incorrect Content, requests that differ from approved designs or features, and revisions requested after development has begun on an approved design.

15.3 Scope Protection

Requests that change functionality, structure, layout, features, integrations, page count, user flows or system behaviour are new work and need a written change request (section 17.16).

15.3.1 Strategic or directional changes. Changes in business direction, branding, stakeholder preferences, marketing strategy or commercial objectives after approval or the start of work are scope changes and may require additional fees, revised timelines or a formal change request.

15.3.2 Work beyond the brief. DBETA does not carry out work beyond an approved estimate or brief without approval; suggestions are offered as priced options. Restoring or rebuilding work the Client previously asked DBETA to remove is a change request.

15.4 Feedback Deadlines

The Client must give feedback within 7 days of a revision being delivered. Delays may extend timelines, require rescheduling, or incur fees if work must be reallocated. If no feedback is given within 14 days, the Deliverable may be deemed accepted.

15.5 Accuracy of Client Feedback

DBETA is not responsible for revisions caused by incorrect Content, unclear instructions, contradictory feedback, internal Client disagreements, or errors introduced by the Client after delivery. Corrections may be billable.

15.6 Post-Approval Changes

Once a Deliverable is approved, further revisions are new work, additional fees may apply, and timelines may be affected. Approval may be given in writing, by email, or by Client actions such as requesting deployment.

16. Commencement of Work

Work begins only when both of the following are in place: written confirmation of the Project or proposal, and payment of any required deposit. No planning, design, development, scheduling or resource allocation starts before then.

• 16.1 Forms of confirmation. Email, acceptance of a proposal, quote or estimate, signing a Schedule or agreement, or payment of a deposit. Verbal agreements, phone calls and informal messages (WhatsApp, SMS) do not count as approval to begin work.
• 16.2 Pre-work requests. DBETA is not obliged to start or schedule any work, including discovery or quick mock-ups, before confirmation and deposit. Early work is done only if agreed in writing and billed at the Standard Hourly Rate.
• 16.3 Delays in commencement. If confirmation or deposit is delayed, timelines and provisional delivery dates may shift and resource availability may change.
• 16.4 Acceptance of Terms. Once work has started or a payment has been made, these Terms and any applicable Schedule are accepted, including all clauses, timelines and payment obligations.

17. Additional Protections

• 17.1 Respectful conduct. DBETA may refuse, suspend or end services in cases of harassment, abusive language, discriminatory behaviour, threats or unreasonable communication by the Client or anyone acting for it.
• 17.2 Scope creep. Work outside the agreed scope needs written approval and may affect cost or timelines (section 17.19).
• 17.3 Delay. Unresponsiveness over 30 days may pause a Project; at 60 days it may be treated as abandoned and a Reactivation Fee may apply.
• 17.4 Non-solicitation. The Client may not solicit, hire or employ any DBETA staff member or subcontractor for 24 months after the engagement ends.
• 17.5 Data retention. Project files, exports and related materials are kept for 30 days after completion unless otherwise agreed. DBETA does not provide long-term archiving.
• 17.6 Delivery acceptance. Deliverables are deemed accepted if no concerns are raised by email within 14 days of delivery.
• 17.7 Urgent work. Work needed faster than the agreed lead time, or outside 9:00–17:30 on business days, is urgent work. DBETA confirms whether it can be done and its cost before starting. It is never assumed.
• 17.8 Confidentiality. Both parties protect each other's confidential information, including DBETA's proprietary technology, pricing and methods, and disclose it only where legally required or needed to enforce their rights.
• 17.9 Reactivation Fee. Dormant Projects (60+ days without Client response) may incur a Reactivation Fee covering rescheduling, file recovery and resource reallocation.
• 17.10 Third-party software. DBETA is not responsible for failures, bugs, vulnerabilities or outages in third-party plugins, themes, APIs, hosting providers, CRMs, platforms or unsupported software. Corrective work is billed at the Standard Hourly Rate.
• 17.11 Communication protocol. Official communication is by email or agreed project platforms. Messages through personal channels (WhatsApp, SMS, phone) are not guaranteed to be actioned.
• 17.12 Unworkable Projects. DBETA may withdraw from a Project that becomes unfeasible, unsafe, unlawful, materially different from the agreed scope, or unmanageable.
• 17.13 Access suspension. DBETA may suspend DBETA-provided access, support, maintenance, updates, warranty or managed services where security risks or unauthorised access are detected, the Client grants access to third parties without approval, or invoices are overdue (in line with section 4.3 and the relevant Schedule). Suspension does not waive payment obligations, transfer ownership of unpaid Deliverables, or remove liability for accrued interest and recovery costs. It never removes the Client's own administrative access to Client Accounts (section 5.5).
• 17.14 Downtime exclusions. Uptime commitments do not apply to planned maintenance, Client-side errors or modifications, third-party outages, or force majeure.
• 17.15 Post-handover responsibility. Without an active Continuity plan, DBETA has no obligation after handover to update content, apply security patches, update plugins or themes, troubleshoot, or fix issues unrelated to its original work.
• 17.16 Change control. Any change to scope, functionality, design or timelines needs a documented change request, which may affect price and delivery dates.
• 17.17 Personnel & subcontracting. DBETA may use subcontractors as set out in section 2.8. The Client must not contact subcontractors directly unless authorised.
• 17.18 Binding effect. These Terms apply to all Services, Schedules, proposals and Deliverables. Use of DBETA's Services signifies acceptance of these Terms.
• 17.19 Out-of-scope work. Work not explicitly in the agreed scope, Schedule or written agreement (feature requests, additional pages, redesigns, structural changes, content reformatting, or fixes resulting from Client edits or third-party changes) is charged at the Standard Hourly Rate.

18. Order of Precedence

Where documents conflict, they apply in this order:

1. Any agreement signed by both parties that expressly states it takes priority over these Terms (for example, a confidentiality agreement), for the matters it covers;
2. The relevant Schedule (Hosting, Services & Working Arrangements, SEO, Support or other);
3. The proposal, quotation or estimate for the Project;
4. These Terms.

Contact

DBETA LIMITED · Trading address: Level 37, 1 Canada Square, London E14 5AB · Registered office: 2 Amblecote Close, Lee, London SE12 9TP · Legal: legal@dbeta.co.uk