These terms govern the relationship between Bright Loop Media ("we", "us", "our") and the client ("you", "your") for any web design, development, or related services we provide.
By accepting a quote, signing a statement of work, or paying a deposit, you agree to these terms in full. If anything here conflicts with what we have agreed in writing for a specific project, the project-specific agreement takes precedence.
1. About Us
- Trading name: Bright Loop Media
- Trading region: Merseyside, United Kingdom
- Contact: hello@brightloopmedia.co.uk
- Postal address: Available on request
(VAT registration and company details supplied on engagement.)
2. Services
We design, build, and deploy custom websites and digital products. The exact scope of any engagement is defined in the project quote, statement of work, or proposal we send to you and you accept.
The quote will set out:
- Deliverables (what we will build)
- Timeline (when we will deliver it)
- Total fee and payment schedule
- Number of revision rounds included
- Anything specifically excluded
Anything not in the quote is out of scope and will be quoted separately if requested.
3. Quotes and Acceptance
Quotes are valid for 30 days from the date issued unless stated otherwise.
A project is considered accepted when one of the following happens:
- You sign or email confirmation of the quote.
- You pay the deposit invoice.
- You provide the brief content and ask us to begin work.
Once accepted, the quote and these terms together form the contract.
4. Payment Terms
Unless agreed otherwise in writing:
- Deposit. 50% of the total project fee is payable before work begins. Work does not start until the deposit clears.
- Balance. The remaining 50% is payable on launch day before the site goes live on your domain.
- Larger projects. May be split into milestone payments (e.g. 30% deposit, 30% at design sign-off, 40% on launch).
- Retainers. Monthly retainers are invoiced in advance on the first working day of each month.
- Payment method. Bank transfer (BACS) to the account on the invoice. We do not accept cheques.
- Payment terms. Invoices are due within 14 days of issue.
- Late payment. We reserve the right to charge interest on overdue invoices at 8% above the Bank of England base rate, in line with the Late Payment of Commercial Debts (Interest) Act 1998. We may also pause work or withhold deliverables until accounts are settled.
All fees are exclusive of VAT, where applicable.
5. Timelines and Dependencies
We commit to the timeline in the quote, but the timeline depends on you providing us with what we need on schedule. This includes:
- Brand assets (logo, brand guidelines, photography)
- Written content (or a clear brief if we are writing it)
- Timely feedback within agreed review periods
- Access to domain registrar, hosting accounts, and any third-party platforms we need
If you delay providing the above, the timeline shifts by an equivalent amount and we are not liable for any consequential delay.
6. Revisions and Sign-Off
Each project includes a defined number of revision rounds (named in the quote). A revision round is one consolidated set of feedback per project stage (typically design and pre-launch).
Additional revisions beyond the included rounds are billed at our standard hourly rate, quoted before work begins.
A project stage is considered approved when:
- You confirm in writing (email is sufficient), or
- You do not respond within 5 working days of us requesting sign-off.
Once a stage is signed off, returning to it is treated as a new revision round.
7. Intellectual Property
Before final payment. All design files, code, and digital assets remain our property until the final invoice is paid in full.
On final payment. Ownership of the deliverables is transferred to you, with the following exceptions:
- Third-party assets. Stock photography, fonts, and licensed components remain subject to their original licences. You receive a sublicence sufficient for the agreed use of the website.
- Open-source software. Components built on open-source frameworks (React, TailwindCSS, etc.) remain subject to their original licences.
- Our underlying tools. Generic templates, build scripts, and utility code we have developed remain ours. The site we build with them is yours.
Portfolio rights. We reserve the right to display the finished work in our portfolio, social media, and case studies, including screenshots, videos, and a description of the project, unless you specifically request otherwise in writing.
Source code. On request, we will provide a complete copy of the source code, design files, and any project documentation at no extra charge for up to 90 days after launch.
8. Your Responsibilities
You are responsible for:
- Ensuring you have the right to use any content, images, brand assets, or third-party material you supply.
- Reviewing all copy and design carefully before sign-off. Spelling, factual accuracy, and legal claims are your responsibility.
- Maintaining your domain registration, hosting, and any third-party services after launch (unless we have agreed an ongoing maintenance plan).
- Backing up your own data and content.
We are not liable for losses arising from content or material you supply that turns out to be incorrect, infringing, or unlawful.
9. Confidentiality
Both parties agree to keep confidential any non-public information shared during the project, including business plans, client lists, financials, and technical details. This obligation survives the end of the project.
We will sign a separate non-disclosure agreement (NDA) on request.
10. Warranties and Limitations
We warrant that:
- We will perform the services with reasonable skill and care.
- The deliverables will materially match what is described in the quote.
- For 30 days after launch, we will fix any bug we introduced at no extra cost.
We do not warrant:
- That the website will achieve any specific search ranking, traffic level, or conversion rate.
- That third-party services we integrate (analytics, payment processors, CMS platforms) will function without interruption.
- That the site will be free from issues caused by future browser, operating system, or platform changes outside our control.
After the 30-day warranty period, fixes and improvements are billed at our standard hourly rate or covered under an ongoing maintenance retainer.
11. Limitation of Liability
Nothing in these terms limits our liability for:
- Death or personal injury caused by negligence.
- Fraud or fraudulent misrepresentation.
- Any other liability that cannot be excluded under English law.
Subject to the above, our total aggregate liability under or in connection with the project is limited to the total fees you have paid us under the relevant statement of work in the 12 months preceding the event giving rise to the liability.
We are not liable for indirect or consequential losses, including loss of profit, loss of business, loss of data, or loss of reputation.
12. Termination
By you. You may terminate the project at any time by giving written notice. You will be invoiced for all work completed and any non-refundable third-party costs incurred up to the termination date. Deposits are non-refundable once work has begun.
By us. We may terminate the project if:
- You fail to pay an invoice within 30 days of its due date.
- You fail to provide essential content or feedback for more than 60 consecutive days, despite our reminders.
- Continuing the project would put us in breach of law or our professional obligations.
On termination, we will deliver all completed work in exchange for payment of all outstanding invoices.
13. Force Majeure
Neither party is liable for failure to perform any obligation due to events outside reasonable control, including but not limited to natural disasters, war, civil unrest, terrorism, pandemic, government action, internet outages, or major third-party platform failures. The affected party will notify the other promptly and resume performance as soon as reasonably possible.
14. Changes to These Terms
We may update these terms from time to time to reflect changes in law or our business practices. The version that applies to your project is the version published when the project was accepted, unless we agree a change in writing.
15. Governing Law and Disputes
These terms and any dispute or claim arising out of or in connection with them are governed by the laws of England and Wales.
We will both attempt to resolve any dispute through good-faith discussion first. If that fails, the courts of England and Wales have exclusive jurisdiction.
16. Contact
For any question about these terms, or about a current or potential project:
Bright Loop Media Email: hello@brightloopmedia.co.uk Postal address: Available on request
