The following Terms and Conditions document is a legal
agreement between Porpos Limited, hereafter the "Developer",
and "the Client" for the purposes of website design or
development. These Terms and Conditions set forth the
provisions under which the Client may use the services
The Developer is an Internet web design provider offering the
related computer programming languages.
2. Acceptance of Work
Quotations are valid for 30 days from the date of issue. When
the Client places an order to purchase a website or website
updates from the Developer, the order represents an offer to
the Developer to purchase the website or website updates. No
contract for the supply of services exists between Client and
Developer until the Developer sends an invoice to the Client
for payment. The invoice equals acceptance by the Developer
(or third party developer) of the Client's offer to purchase
services from the Developer and this acceptance of work is a
valid contract between Client and Developer regardless of
whether the Client receives the invoice.
Any other services on the order that have not been included in
the invoice do not form part of the contract. The Client
agrees to check that the details of the invoice are correct
and should print and keep a copy for their records. The
Developer is liable to withdraw from the contract at any time
prior to acceptance.
Additional work requested by the Client that is not specified
in the agreed quotation is subject to an additional quotation
by the Developer on receipt of the specification. If the work
is needed as part of an existing project, then this may affect
time scale and overall delivery time of the project.
The Client agrees that the standard development platform
(available upon request) is an agreeable platform for the
development of the website and all acceptance testing will
occur only on the standard development platform. The Client
further agrees that any requests relating to hardware or
software outside the standard development platform will be
deemed additional work.
The Client agrees to provide any needed information and
content required by the Developer in good time to enable the
Developer to complete a design or website work as part of an
Please note: the client has the sole responsibility for adding
site content via email. Porpos Ltd does not add content or
functionality without clear exact instruction via email.
Porpos provides the working website and a Content Management
System which is designed for the client to make full use of
and add material and functionality themselves. Should an
agreement be made between Porpos and the client for the
inclusion of content then the following rules apply;
1. All content must be provided in a timely fashion. If the
content is not given quickly enough then Porpos will complete
the website and the CMS with basic templates. The project will
then be treated as completed and all project fees will be
2. Once content has been added by Porpos then no further
alterations will be made by Porpos. All additional changes
will be chargeable.
3. Porpos is not responsible for proofreading the content or
checking for incorrect information this is the sole
responsibility of the client.
4. Content cannot be taken from other websites. Porpos will
not check if content provided is taken from other sources.
Any work is subject to a minimum charge of €65.
3. Permission and Copyright
Copyright of the completed web designs, images, pages, code
and source files created by the Developer for the project
shall be with the Client upon final payment only by prior
written agreement. Without an agreement, ownership of designs
and all code is with the Developer.
that the Client can use the design on one website on one
domain name only. The Client is not permitted to use a design
for more than one website without prior written agreement
between the Client and the Developer.
The Client herby agrees that prior to websites going live the
Client is provided a full working demonstration of the new
website for consideration and review, upon acceptance full
payment is made for the website. When a client website is
launched online, and login details for the Content Management
System (CMS) and hosting access are requested by the client,
and thus provided by the Developer, the Client agrees that
this represents acceptance of fully completed work.
The Client allows third party access to this hosting and files
at their own risk. Porpos can not be held responsible for the
Client or a third party removing, interrupting or breaking
this website or functionality by either editing, or making
changes to the website files or folders.
The Client agrees that resale or distribution of the completed
files is forbidden unless a prior written agreement is made
between the Client and the Developer.
The Client hereby agrees that all media and content made
available to the Developer for use in the project are either
owned by the Client or used with full permission of the
original authors. The Client agrees to hold harmless, protect
and defend the Developer from any claim or suit that may arise
as a result of using the supplied media and content.
The Client agrees that the Developer may include development
credits and links within any code the Developer designs,
builds or amends. If the Developer designs a website for a
Client, then the Client agrees that the Developer may include
a development credit and link displayed on the Client's
website. If the Developer builds or amends a website for a
Client, then the Client agrees that the Developer may include
a development credit and link displayed on the Client's web
page, which may be within the code but not displayed on a web
browser if requested by the Client.
The Client agrees that the Developer reserves the right to
include any work done for the Client in a portfolio of
The Client agrees to abide by the terms of any third party
software or media included within any work done for the
Client. Examples of this include, but are not limited to,
Google-maps, Media under the Creative Commons license, RSS
feeds, Open Source GPL Software etc.
The Developer reserves the right to refuse to handle:
1. Any media that is unlawful or inappropriate.
2. Any media that contains a virus or hostile program.
3. Any media that constitutes harassment, racism, violence,
obscenity, harmful intent or spamming.
4. Any media that constitutes a criminal offence, or infringes
privacy or copyright.
5. Domain names and Hosting
The Developer can, at its own discretion, but is not obliged
to, offer domain name registration and hosting via a
The Client agrees that registration of a domain name does not
provide an endorsement of the right to use the name. The
Client is responsible for ensuring they have due title to the
domain name. The Developer holds no liability and the Client
hereby agrees to indemnify and hold harmless the Developer
from any claim resulting from the Client's registration of a
The domain name is registered in the Client's own name, with
the address and contact details of the Developer. The Client
should be aware that a domain name is registered with a third
party and as such the Client shall agree to fully abide by the
terms and conditions set out by the third party for such
The Client agrees to take all legal responsibility for use of
third-party domain name and hosting services and supply
truthful details to the third party services.
The Client agrees that information submitted for registration
of domain names is then available to the general public via
the Whois system. However, Clients who are using their website
for non-trading purposes may ask the third party registrar for
their contact information not to be included in the Whois
The Client is liable to pay the Developer for any domain name
registrations and the initial set-up of the hosting if
included as part of the website build.
Any support relating to the domain name, hosting and email
services are between the Client and the third-party
Any other domain name and hosting services or costs not
included by the Developer, including but not limited to
further domain name registration fees, domain name transfer
charges, yearly domain name renewals, hosting charges, yearly
hosting renewals, hosting upgrades, extra disk space,
bandwidth and any other related or hidden charges, are to be
paid by the Client to the third party services.
The Client agrees to pay the domain name and hosting fees as
soon as required by the third party. Any modifications needed
to the domain name or hosting services are to be made between
the Client and third-party service.
The Client agrees that if at any time their contact details,
including email address, change, it is their responsibility to
contact the third party and update their contact details.
Failure to do so may mean that renewal invoices for the domain
name and hosting services are not received by the Client.
Payment for a domain name and hosting services is to be made
immediately upon receipt of an invoice from the third party
service. Failure to comply with the payment terms may result
in the Client's domain name becoming available to another
party and/or the website and email services becoming
The Client agrees to pass on FTP details and any other access
details relating to their domain name and hosting account that
the Developer requires uploading the website if required as
part of a project.
The Developer reserves the right without notice to cancel,
reject or refuse work with domain names or hosting services
without reason for such rejection or refusal.
The Client agrees to be liable for their use of the domain
name, hosting and email services with the third party and
hereby agrees to indemnify and hold harmless the Developer
from any claim resulting from the Client's publication of
material and use of the domain name, hosting and email
The Client agrees to take full responsibility for all usage of
the domain name, hosting and email services and to fully abide
by the terms and conditions set out by the third party for
The Client agrees that an HTML page built from a graphic
design may not exactly match the original design because of
the difference between the display in design software and the
rendering of HTML code by Internet browser software. The
Developer agrees to try to match the design as closely as is
possible when building the code.
During a website project, it is important that the Client
communicates information to the Developer to achieve the
The Client agrees they are permitted a maximum of 4 hours of
alteration on projects of €3000, with an additional 1 hour of
alteration available per whole €1500 of cost after that,
unless quoted otherwise. All alterations are to be requested
in writing either by email or postal mail by the Client. After
the allocated time for alterations is used up, either in
design or coding, the Developer reserves the right to advise
the Client of such and send a separate quotation to the Client
and to request payment for any further alterations. The
Developer reserves the right to request payment be received
for further alterations before continuing work. Upon
completion of a design preview, and receiving a deposit
thereafter, the Client agrees to the commencement of all other
website webpages and that the design and the screen size is
signed off as complete and agree that any further design
alterations are chargeable.
If the Client requests a design or content alterations to
pages that have already been completed, new pages or different
functionality other than that specified in the original
quotation, the Developer reserves the right to quote
separately for these alterations.
If optimised pages are included as part of the project, the
Developer will optimise the Client's web pages that already
make up part of the project. Optimised pages are not part of
new pages. The optimisation of the web pages can include the
meta tags, keywords, description, title, alt tags and text
provided by the Client.
The Developer endeavours to create pages that are accessible
to search engines. However, the Developer gives no guarantee
that the site will become listed with search engines.
If an error or issue with the design or code arises during the
development phase of the project, which does not allow the
design or code to match the original specification, then the
Client agrees that the Developer can apply a nearest available
alternative solution. Once a site is live (or the site is
ready to go live and merely requires the customer to add
content) then the project is deemed to be complete. The client
has 30 days in which to provide evidence of errors caused by
the Developer, these will be reviewed and if errors are
genuinely caused by the Developer they will be put right. If
errors are caused by the client (i.e. during the use of the
Content Management System, and/or website files) then steps
taken to remedy errors will be chargeable.
The Developer at all times applies reasonable skill and care
in the provision of services.
Once the project is completed, the Developer will upload the
website to the Client's live web address is included as part
of a project.
After site completion, a Client or a third party of their
choosing may wish to edit their website code themselves to
make updates. Notification MUST be given to the developer.
However, the Client agrees that in so doing they assume full
responsibility for any issues which occur as a result of
changing the code themselves. If the Client or a third party
of their choosing edits the website code and this results in
functionality errors or the page displaying incorrectly, then
the Developer reserves the right to quote for work to repair
It may also be that any third party will need to pay for any
subscriptions or licences for any software on the website.
The Developer reserves the right to assign subcontractors in
whole or as part of a project if needed.
The Developer will keep a copy of the site and design source
files when a website project is being worked on. However, the
Client agrees that it is their responsibility to have regular
backups made by themselves or the third party hosting services
in case of a software or hardware failure at the third party
All communications between Developer and Client shall be by
telephone, email or Zoom except where agreed at the
Developer's discretion. Where a quote is not provided for
training; CMS and/or Digital Marketing training will be
charged at a rate of €95 (excl vat) per hour.
7. Accessibility & Web Standards
The Developer tests sites and templates to ensure they comply
with WAI accessibility standards to Level A conformance at
time of sale. Should the Client request that the Developer
alters the site or templates to meet specific WAI
accessibility guidelines, or if updated WAI accessibility
guidelines were introduced after the site or templates were
sold to the Client, the Developer reserves the right to quote
separately for any additional work needed. If the Client uses
other Themes or Modules, or other CMS systems that are not
built by the Developer, the overall page may not meet WAI
accessibility standards to Level A conformance.
The Developer shall make every effort to ensure sites are
designed to be viewed by the majority of visitors. Sites are
designed to work with the standard development platform, which
includes recent versions of the main browsers, Internet
Explorer and Mozilla Firefox. The Client agrees that the
Developer cannot guarantee correct functionality with all
browser software across different operating systems.
The Client agrees that, following the handover of files, any
updated software versions of the browsers detailed in the
standard development platform, including the browsers Internet
Explorer and Mozilla Firefox, domain name set-up changes or
hosting set-up changes thereafter may affect the functionality
and display of their website. As such, the Developer reserves
the right to quote for any work involved in changing the
website design or website code for it to work with updated
browser software, domain name or hosting changes.
The Client agrees that more advanced applications on a website
page may require a newer browser version or plug-in.
8. Payment Terms
Prices are subject to change without notice.
Payments are made on a staged basis with each stage paid on
completion of any work. All invoices must be paid in full
within 7 days of the invoice date, except where agreed at the
Developer's own discretion. All payments are made on a staged
basis and NO further work will commence until each
staged-payment has been made.
The Developer reserves the right to decline further work on a
project if there are invoices outstanding with the Client.
The Developer reserves the right to remove its work for the
Client from the Internet if payments are not received.
9. Liability and Warranty Disclaimer
The Developer provides their website and the contents thereof
on an "as is" basis and makes no warranties with regard to the
site and its contents, or fitness of services offered for a
particular purpose. The Developer cannot guarantee the
functionality or operations of their website or that it will
be uninterrupted or error-free, nor does it warrant that the
contents are current, accurate or complete.
The Client agrees that the Developer is not liable for any
bugs, performance issues, virus, trojan, or malware attacks or
failure of their software used as open-source software
distributed under the GPL (GNU General Public License) and is
maintained and developed by a community of thousands of users
and developers. Any bugs, performance issues or failure with
the software will be directed to the software Development
community. It will be necessary to regularly update software
and any plugins (and any other software used in the website).
Unless a support contract is opted for by the client then
updates are NOT the responsibility of the developer. Therefore
the developer cannot be held responsible for any faults, bugs,
viruses, trojans, malware etc., or problems occurring on the
site or with the hosting.
If the client chooses not to host the website on the
developers hosting solution then the developer reserves the
right to not upload the website or set-it-up on the clients
hosting solution, this will be the sole responsibility of the
client. The client will be solely responsible for ensuring the
website is functional and secure on their hosting solution.
The developer will in no way be held responsible for the
website or any resulting issues. Should the client allow
access to their hosting for the purpose of uploading the
website, fixing bugs on the website, or any other request of
the developer made by the client in writing (email) then the
developer will in no way be held responsible for any faults or
issues occurring on the website or the clients hosting.
Responsibility for any problems on their hosting solution will
lie solely with the client and not the developer.
The developer is in no way responsible for the data on the
client’s website. It is the client’s responsibility to backup
Should the developer be replacing an existing website created
by anyone else other than the developer (either on the clients
or developers hosting) then the client is responsible to make
suitable backups before the new website can be uploaded. Once
the new website is live the developer can in no way be held
responsible for the previous website.
The Developer endeavours to provide a website within given
delivery timescales to the best of its ability. However, the
Client agrees that the Developer is not liable for any claims,
losses, costs incurred or compensation due to any failure to
carry out services within a given delivery timescale.
The Client agrees that the Developer is not liable for any
failure to carry out services for reasons beyond its control,
including but not limited to acts of God, telecommunication
problems, software failure, hardware failure, third party
interference, Government, emergency on a major scale or any
social disturbance of extreme nature such as industrial
strike, riot, terrorism, pandemic, and war or any act or
omission of any third party services.
The Developer is not liable for any consequences or financial
losses such as, but not limited to, loss of business, profit,
revenue, contract, data or potential savings, relating to
On handover of files from Developer to Client, the Client
shall assume entire responsibility in ensuring that all files
are functioning correctly before use.
Whilst every effort is made to make sure files are error free,
the Developer cannot guarantee that the display or
functionality of the web design or the website will be
uninterrupted or error-free. If, after handover of files,
errors are found in code the Developer has created and the
standard development platform, domain name set-up and hosting
set-up are the same as when work began, then the Developer can
correct these errors for the Client free of charge for a
period of 30 days, after acceptance of the work. After the 30
day period, the Developer reserves the right to quote
separately for any work involved in correcting an error.
If, after handover of files, errors are found in code the
Developer has created and the standard development platform,
or the domain name set-up or hosting set-up has been changed,
the Developer can correct errors and reserves the right to
quote separately for any additional work needed as a result of
changes to the browser software, domain name set-up or hosting
Should the Client go into compulsory or involuntary
liquidation or cannot pay its debts in the normal course of
business, the Developer reserves the right to cancel forthwith
any projects and invoice the Client for any work completed.
The Developer shall have no liability to the Client or any
third parties for any damages, including but not limited to
claims, losses, lost profits, lost savings, or other
incidental, consequential, or special damages arising out of
the operation of or inability to operate these web pages or
website, even if the Developer has been advised of the
possibility of such damages.
There are sometimes laws and taxes that affect Internet
e-commerce. The Client agrees that it is their responsibility
to comply with such laws and will hold harmless, protect, and
defend the Developer and its subcontractors from any claim,
suit, penalty, tax, or tariff arising from the Client's
exercise of Internet e-commerce.
The Developer may from time to time recommend to the Client
that updates are needed to their site, including but not
limited to new legislation compliance, software compatibility
and web standards. The Developer reserves the right to quote
for any updates as separate work. The Client agrees that the
Developer is not liable for any failure to inform or implement
these updates to their site. The Client agrees that it shall
defend, indemnify, save and hold the Developer harmless from
any and all demands, liabilities, costs, losses and claims
arising from omission to inform or implement these updates.
The Client agrees to use all Developer services and facilities
at their own risk and agrees to defend, indemnify, save and
hold the Developer harmless from any and all demands,
liabilities, costs, losses and claims, including but not
limited to legal fees against the Developer or its associates
that may arise directly or indirectly from any service
provided or agreed to be provided or any product or service
sold by the Client or its third parties.
The Client agrees that this indemnification extends to all
aspects of the project, including but not limited to website
content and choice of domain name.
The Client also agrees to indemnify, hold harmless and defend,
the Developer against any liabilities arising out of injury to
property or person caused by any any product or service sold
by the Client or any service provided or agreed to be provided
or by third parties, including but not limited to infringement
of proprietary rights, misinformation, infringement of
copyright, delivery of defective services or products that are
harmful to any company, person, business, or organisation.
The Developer 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 Developer to another party
unless directed by the Developer.
The Developer and any third party associates shall use
information provided by the Client in relation to this
agreement in accordance with the Data Protection Act 1998.
This information will also be used to identify the Client in
communications with them and to contact the Client from time
to time to offer them services or products that may be of
interest to or benefit the Client.
The Developer reserves the right to terminate a project with a
Client at any time without prior notification if it finds the
Client in breach of these Terms and Conditions. The Developer
shall be the sole arbiter in deciding what constitutes a
breach. No refunds will be given in such a situation.
Where one or more terms of this contract are held to be void
or unenforceable for whatever reason, any other terms of the
contract not so held will remain valid and enforceable by
Any and all matters pursuant to this agreement are governed by
Irish Law and are under exclusive jurisdiction of the Irish
This agreement shall be governed by the laws of Ireland which
shall claim venue and jurisdiction for any legal motion or
claim arising from this agreement. This agreement is void
where prohibited by law.
By accepting a quotation or making a payment of invoice to use
the services supplied, the Client acknowledges having read,
understand, and accept the Terms and Conditions of this
Agreement and agrees to be legally binding by these Terms and
The Developer reserves the right to alter these Terms and
Conditions at any time without prior notice.
14. Statutory Rights
These Terms and Conditions do not affect your statutory rights
as a consumer.
15. Zero-Tolerance for bad behaviour policy
Porpos Limited operates a zero-tolerance policy towards bad
The safety of our employees, clients, and visitors is an
important concern to the organisation. Threats, threatening
behaviour or acts of violence against employees, clients,
visitors or others while on the clients or
suppliers/developers property or third-party location,
conducting business or receiving services from the
supplier/developer won't be tolerated. The supplier/developer
reserves the right to immediately end any contract should any
violations of this policy occur, and if appropriate all
threatening behaviour will be reported to the authorities.
Any person who engages in violent or threatening behaviour in
person, on the phone, on the Internet, Social Media, or who
uses any electronic means to make a threat against a staff
member, volunteer shall be in breach of the zero-tolerance
policy and the supplier/developer will reserve the right to
terminate any contract and if appropriate all threatening
behaviour will be reported to the authorities.
Should any contract be terminated due to a breach of the
zero-tolerance policy by the client then any outstanding
invoices owed to the supplier/developer must be paid in