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Terms & Conditions

Terms & Conditions

SproutShare Ltd t/a Greenway Digital
Company No: 16558299
Registered in England & Wales

Last updated: 26/08/2025

1. Definitions

  • “Company”, “We”, “Us” or “Our” refers to SproutShare Ltd trading as Greenway Digital.

  • “Client”, “You” or “Your” refers to the individual or business purchasing services from us.

  • “Services” means any web design, branding, SEO, support, hosting, or related services provided by us.

  • “Agreement” means the contract formed between us and the Client, governed by these Terms & Conditions.

2. Scope of Services

  • The scope of work will be agreed in writing (proposal, quote, or order confirmation).

  • Any work outside the agreed scope will be charged at our standard hourly/daily rate or agreed separately.

  • We reserve the right to subcontract specialist services where necessary.

3. Quotations & Proposals

  • Quotes are valid for 30 days unless otherwise stated.

  • Acceptance of a quotation/proposal (via email confirmation, signed document, or deposit payment) constitutes acceptance of these Terms.

4. Payment Terms

  • A deposit of 50% of the project fee is payable before work commences unless otherwise agreed.

  • The balance of 50% is due upon completion, prior to website launch or release of deliverables.

  • Ongoing services (e.g., hosting, maintenance, retainers) are invoiced monthly in advance.

  • All invoices are payable within 14 days of issue, unless otherwise stated.

  • Payments must be made via bank transfer or approved method.

  • Late Payment: Interest will accrue on overdue invoices at 8% above the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998, plus recovery costs.

  • We reserve the right to suspend or withdraw services for accounts overdue by more than 14 days.

5. Client Responsibilities

  • Provide timely access to content, images, logos, and information required to complete the project.

  • Ensure all materials provided do not infringe third-party rights.

  • Approve or provide feedback within agreed timelines. Delays in Client response may delay delivery and result in additional charges.

6. Intellectual Property

  • All intellectual property rights in original designs, code, and content created by us remain the property of SproutShare Ltd until full payment is received.

  • Upon full payment, we grant the Client a non-exclusive, non-transferable license to use the deliverables for their business purposes.

  • We reserve the right to display completed projects in our portfolio and marketing materials unless otherwise agreed in writing.

7. Revisions & Changes

  • Packages include the number of revisions stated in the proposal/quote.

  • Additional revisions or major scope changes will be billed separately.

  • Once final approval is given, further changes will be treated as new work.

8. Timelines & Delivery

  • Estimated timelines will be provided but are subject to Client cooperation.

  • Delays in supplying content, approvals, or payment will extend delivery times.

  • We are not liable for delays outside our reasonable control.

9. Hosting & Support

  • If hosting is provided by us, we will take reasonable steps to ensure uptime and security.

  • We are not responsible for issues arising from third-party hosting providers or third-party software updates.

  • Support packages are provided as described in the proposal. Work outside the scope will be billed separately.

10. Warranties & Limitations of Liability

  • We warrant that our services will be provided with reasonable care and skill.

  • We do not warrant that the website or services will be error-free, uninterrupted, or guarantee specific results (e.g., search engine rankings).

  • Our total liability under this Agreement shall not exceed the total fees paid by the Client for the Services.

  • We are not liable for indirect, consequential, or business losses including (but not limited to) loss of revenue, profits, or reputation.

11. Confidentiality

Both parties agree to keep confidential all information disclosed during the course of the Agreement, except where disclosure is required by law.

12. Termination

  • Either party may terminate this Agreement with 14 days’ written notice.

  • Termination by the Client does not relieve them of the obligation to pay for all work completed and expenses incurred up to the termination date.

  • We may terminate the Agreement immediately if the Client breaches these Terms or fails to pay invoices when due.

13. Force Majeure

We are not liable for failure to perform obligations due to events beyond our reasonable control (e.g., natural disasters, power outages, internet failures, strikes).

14. Governing Law & Jurisdiction

These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

15. Entire Agreement

These Terms, together with any signed proposal or quotation, constitute the entire agreement between us and the Client and supersede any prior discussions or representations.

Contact

SproutShare Ltd t/a Greenway Digital
Company No: 16558299
Email: sorted@greenwaydigital.co.uk
Website: https://greenwaydigital.co.uk