01 Who this agreement is between
This agreement is between Kya Meko Mobasheri, a sole trader trading as “Meko Design” (“Meko”, “we”, “us”, “our”), of Flat 12 Noblefield Heights, Great North Road, London, N2 0NX, and you, the client named in the relevant proposal (“you”, “your”).
“Proposal” means the quote, statement of work or written scope we send you for a specific project. “Services” means the design, development and related work described in that Proposal.
02 How the contract forms
A binding contract is created when you confirm acceptance of a Proposal in writing (including by email) and/or pay the deposit. By doing so you agree to these terms and to the Proposal. If anything in the Proposal conflicts with these terms, the Proposal takes precedence for that project.
03 Scope and deliverables
We'll carry out the Services described in the Proposal with reasonable skill and care. The Proposal sets out what's included: for example the number of pages or screens, key features, and what counts as a deliverable.
Anything not expressly listed in the Proposal is out of scope. Out-of-scope work (new features, extra pages, additional rounds of revisions, ongoing maintenance) can be added by agreement and may affect the fee and timeline. See “Revisions & changes” below.
04 Your responsibilities
To keep your project on track, you agree to:
- provide content, branding, logins and any materials we need, in good time and in a usable format;
- give a single point of contact with authority to give feedback and sign off;
- review work and provide consolidated feedback within a reasonable period (we'll usually ask for feedback within 5 working days at each stage);
- ensure you own or have the right to use everything you supply to us; and
- make payments on time.
If your delay in providing materials, feedback or approval holds up the project, the timeline may move and we may need to reschedule around other commitments.
05 Fees and payment
Our fees are set out in the Proposal. Unless stated otherwise:
- a non-refundable deposit of [50]% is payable before work begins, to reserve your slot and cover initial work;
- for larger projects the balance is invoiced in [stages/milestones, e.g. 50% deposit, 50% on completion], as set out in the Proposal;
- the final balance is due before the site goes live or final files are handed over;
- additional or out-of-scope work is charged at £[XX] per hour, or as quoted;
- invoices are payable within [14] days of the invoice date;
- all fees are in [GBP £]. As a sole trader I am [not currently VAT-registered, so no VAT is charged / VAT-registered, reg no. ______, and VAT is added where applicable];
- payment is by [bank transfer] to the details on the invoice.
06 Late payment
If an invoice is not paid by its due date we may pause work until payment is received, and we may withhold delivery, transfer of files or go-live until all outstanding sums are paid. We reserve the right to charge interest and reasonable recovery costs on overdue business invoices in line with the Late Payment of Commercial Debts (Interest) Act 1998.
07 Revisions and change requests
The Proposal sets out how many rounds of revisions are included at each stage. Revisions mean refinements to work already agreed, not new directions or new scope.
If you change direction, add features or request work beyond what's included, we'll treat it as a change request: we'll let you know the impact on cost and timing, and proceed once you approve. We're flexible and want you to be happy with the result. We just need scope changes to be visible so the project stays fair to both sides.
08 Timelines and delays
Any dates in the Proposal are good-faith estimates, not guarantees, and depend on timely content, feedback and payment from you. We'll always aim to meet agreed dates and will tell you promptly if something is likely to slip. We're not responsible for delays caused by you, by third parties, or by events outside our reasonable control.
09 Third-party services and costs
Projects often rely on third-party products and services: for example domain registration, hosting, content management systems, plugins, premium fonts, stock imagery, and email or analytics tools. Unless the Proposal says otherwise, the cost of these is your responsibility and may be billed to you or set up in your own accounts.
These third parties have their own terms, and we're not responsible for their availability, performance or pricing changes.
10 Intellectual property and ownership
On full payment of all sums due for a project, we assign to you the intellectual-property rights in the final deliverables we create specifically for you (for example the finished design and bespoke front-end code), so they're yours to use.
Until we're paid in full, all rights in the work remain ours. The following are not transferred and remain owned by their respective owners:
- our pre-existing tools, code libraries, components and know-how, which we may reuse on other projects (you get a licence to use them as part of your deliverables);
- third-party assets (fonts, plugins, stock media, frameworks), which are licensed to you under their own terms; and
- development files, working files and source materials beyond the agreed deliverables, unless the Proposal says otherwise.
11 Your content and warranties
You're responsible for the text, images, logos, data and other materials you give us. By supplying them you confirm you own them or have the right to use them, and that they don't infringe anyone's rights or break the law. You agree to indemnify us against claims arising from material you supply. We're not responsible for checking the legality or accuracy of content you provide.
12 Confidentiality
Each of us will keep the other's confidential information private and use it only for the project. This doesn't apply to information that is public, already known, or required to be disclosed by law.
13 Data protection
Where we handle personal data in the course of the Services, each of us will comply with UK data protection law. How we handle your personal data is described in our Privacy Policy. If we process personal data on your behalf as part of the Services, we'll do so on your reasonable instructions and apply appropriate security.
14 Warranty and post-launch support
We take care to deliver work that functions as agreed. For [30] days after launch we'll fix genuine bugs or faults in the work we delivered, at no extra charge. This warranty doesn't cover:
- changes, additions or new features (these are new work);
- issues caused by you or third parties editing the site, or by third-party updates, hosting or plugins; or
- general maintenance, content updates or training, which we're happy to provide under a separate arrangement.
Ongoing care and retainers are available, just ask.
15 Our liability
Nothing in this agreement limits liability for death or personal injury caused by negligence, for fraud, or for anything that can't be limited by law.
Subject to that, we are not liable for indirect or consequential loss, loss of profit, revenue, business, goodwill or data. Our total liability arising out of or in connection with a project is limited to the total fees you paid us for that project.
We don't guarantee specific commercial results (such as particular search rankings, traffic or sales), as these depend on many factors outside our control.
16 Cancellation and termination
Either of us may end a project in writing if the other is in serious breach and doesn't put it right within a reasonable time after being asked.
If you cancel a project after it has started, the deposit is non-refundable and you'll be charged for all work carried out up to the cancellation date, plus any third-party costs we've committed to on your behalf. If we've completed more than the deposit covers, we'll invoice the difference. On termination, sections that by their nature should survive (including payment, intellectual property and liability) continue to apply.
17 Portfolio and promotion
Unless you ask us in writing not to, we may showcase the work we create for you (including screenshots, a link and a short description) in our portfolio, on social media and in marketing materials. We'll respect any reasonable confidentiality request and won't disclose sensitive information.
18 General
- Independent contractor: we provide the Services as an independent business, not as your employee, partner or agent.
- Force majeure: neither of us is liable for delays or failures caused by events beyond our reasonable control.
- Assignment: you may not transfer the contract to someone else without our consent.
- Whole agreement: these terms plus the Proposal are the entire agreement between us for the project and replace earlier discussions.
- Third parties: no one other than you and us has rights to enforce this agreement.
- Severance: if part of these terms is found unenforceable, the rest still applies.
19 Governing law and jurisdiction
This agreement and any dispute arising from it are governed by the law of England and Wales, and the courts of England and Wales have jurisdiction.
20 Contact
Questions about these terms or your project? Email hello@meko.design, call 07824 995453, or write to Flat 12 Noblefield Heights, Great North Road, London, N2 0NX.