Nothing underhand, just the terms and conditions for your proposal.

  1. Whereas

a) The Supplier is in the business of creating and developing websites and optimising a website’s presence through search engine optimisation.

b) The Customer wishes to purchase and the Supplier wishes to provide the Services on the terms set out in this agreement.

  1. Interpretation

The following definitions and rules of interpretation apply in these Conditions.

    1. Definitions:
  1. Additional Work: work performed by the Supplier in addition to the work described in the Proposal, including in accommodating later instructions by the Customer.
  2. Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
  3. Charges: the charges payable by the Customer for the supply of the Services in accordance with clause 6 (Charges and payment).
  4. Commencement Date: has the meaning given in clause 3.2.
  5. Conditions: these terms and conditions as amended from time to time .
  6. Contract: the contract between the Supplier and the Customer for the supply of Services in accordance with the Proposal and these Conditions.
  7. Contract Price: the total price for the works set out in the project investment section of the Proposal, this price excludes any Hosting Fees and Ongoing Fees.
  8. Control: has the meaning given in section 1124 of the Corporation Tax Act 2010, and the expression change of control shall be construed accordingly.
  9. Customer: the person or firm who purchases Services from the Supplier.
  10. Customer Content: the content described in the Proposal, which the Supplier considers necessary to complete the project. This includes written content, logos and colour schemes and appropriate images for the website. The Customer warrants that all such content is original and belongs to them.
  11. Customer Default: has the meaning set out in clause 5.2.
  12. Data Protection Legislation: up to but excluding 25 May 2018, the Data Protection Act 1998 and thereafter (i) unless and until the GDPR is no longer directly applicable in the UK, the GDPR and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998.
  13. GDPR: General Data Protection Regulation ((EU) 2016/679).
  14. Intellectual Property Rights: patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
  15. Hosting Fee: the monthly fee quoted in the Proposal for the Supplier to provide website hosting services.
  16. Ongoing Fee: A monthly fee paid by the Customer to the Supplier to maintain the Website, details of which are in the Proposal. The Supplier covers the costs of all software licenses and plugins used by the Website for as long as the Customer is paying the Ongoing Fee.
  17. Proposal: the document prepared for the Customer by the Supplier tendering the work to be done, which then forms part of the contract.
  18. Services: the services supplied by the Supplier to the Customer as set out in the Proposal.
  19. SSL Certificate: a Secure Socket Layer Certificate.
  20. Supplier: Team Marvel Ltd incorporated and registered in England and Wales with company number 10467897 whose registered office is at 16 Woodside, Beamish, Stanley, England, DH9 0QY.
  21. Website: the website created by the Supplier for the Customer as set out in the Proposal.
    1. Interpretation:
      1. A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.
      2. Any words following the terms includingincludein particularfor example or any similar expression, shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
      3. A reference to writing or written includes fax and email.
      4. Any reference to “we” or “us” means the Supplier and any reference to “you” means the Customer.
    1. Basis of contract
      1. By signing the Proposal, the Customer agrees to purchase the Services in accordance with these Conditions.
      2. The Proposal shall only be deemed to be accepted when both parties have signed it, at which point and on which date the Contract shall come into existence (Commencement Date). However, if you do not sign and date the Proposal but continue to give us instructions in this matter then this will be deemed to be acceptance of the Proposal and these Conditions.
      3. Any samples, drawings, descriptive matter or advertising issued by the Supplier, and any descriptions or illustrations contained in the Supplier’s catalogues, brochures or the Proposal, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.
      4. These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
      5. Any quotation given by the Supplier shall not constitute an offer, and is only valid for the period specified in the quotation, and if the quotation does not give a date for a period of 20 Business Days from its date of issue.
    2. Supply of Services
      1. The Supplier shall supply the Services to the Customer in accordance with the Proposal in all material respects.
      2. The Supplier shall use all reasonable endeavours to meet any performance dates specified in the Proposal, but any such dates shall be estimates only and time shall not be of the essence for performance of the Services.
      3. The Supplier reserves the right to amend the Proposal if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Services, and the Supplier shall notify the Customer in any such event.
      4. The Supplier warrants to the Customer that the Services will be provided using reasonable care and skill.
    3. Customer’s obligations
      1. The Customer shall:
        1. ensure that the terms of the Proposal and any information it provides are complete and accurate;
        2. co-operate with the Supplier in all matters relating to the Services;
        3. provide the Supplier, its employees, agents, consultants and subcontractors, with access to the Customer’s existing online media and other facilities as reasonably required or requested by the Supplier;
        4. provide the Supplier with such information and materials as the Supplier may reasonably require in order to supply the Services, including Customer Content and ensure that such information is complete and accurate in all material respects;
        5. unless they are paying an Ongoing Fee to the Supplier, obtain and maintain all necessary licences, permissions and consents which may be required for the Services;
        6. comply with all applicable laws, including health and safety laws; and
        7. comply with any additional obligations as set out in the Proposal;
      2. If the Supplier’s performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
        1. without limiting or affecting any other right or remedy available to it, the Supplier shall have the right to suspend performance of the Services until the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations in each case to the extent the Customer Default prevents or delays the Supplier’s performance of any of its obligations;
        2. the Supplier shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from the Supplier’s failure or delay to perform any of its obligations as set out in this clause 5.2; and
        3. the Customer shall reimburse the Supplier on written demand for any costs or losses sustained or incurred by the Supplier arising directly or indirectly from the Customer Default.
      3. The Customer shall attend any review meetings the Supplier shall organise.
      4. The Customer shall ensure they have appropriate IT systems, hosting accounts and domain name registrations and capability for the Supplier to complete any work set out in the Proposal.
    4. Charges and payment
      1. The Charges for the Services will be at the prices set out in the section of the Proposal entitled project investment.
      2. The Supplier reserves the right to charge for any Additional Work.
      3. The Customer shall pay all sums due in the Proposal at the times specified in the Proposal as amended by the written agreement of both parties. The Customer will pay:
        1. 50% of the total Charges upfront, prior to the Supplier scheduling the work.
        2. 30% of the total Charges midway through the project, as set out in the Proposal.
        3. 20% of the total Charges on completion of the work as decided in its absolute discretion by the Supplier.
      4. In relation to charges for any Additional Work the Supplier shall invoice the Customer on completion of the Additional Work. Such invoice will include a breakdown of the costs incurred.
      5. The Customer shall pay each invoice submitted by the Supplier:
        1. within 7 days of the date of the invoice; and
        2. in full and in cleared funds to a bank account nominated by the Supplier, and
    1. time for payment shall be of the essence of the Contract.

        1. All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by the Supplier to the Customer, the Customer shall, on receipt of a valid VAT invoice from the Supplier, pay to the Supplier such additional amounts in respect of VAT as are chargeable on the supply of the Services at the same time as payment is due for the supply of the Services.
        2. If the Customer fails to make a payment due to the Supplier under the Contract by the due date, then, without limiting the Supplier’s remedies under clause 14, the Customer shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 6.7 will accrue each day at 8% a year above the Bank of England’s base rate from time to time, but at 8% a year for any period when that base rate is below 0%.
        3. All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
      1. Ongoing and Hosting Fees
        1. The Customer may choose to use the Supplier to host their website, this would constitute an offer and these conditions will apply if the Supplier accepts that offer. On acceptance, the Customer shall pay the Hosting Fee by direct debit and the Supplier shall host the Website and ensure the Website has a valid SSL Certificate.
        2. The Customer may choose to use the Supplier’s ongoing services to run the Website. If so, the Customer will pay the Ongoing Fee and the Supplier shall provide the relevant services set out in the Proposal.
        3. The Hosting Fee and Ongoing Fees are monthly fees and the Supplier is only bound by this clause when the Customer has paid said fees in advance. Payments must be set up prior to the Supplier completing any of the Services. The Supplier retains the right to suspend the Services until these payments are made and will not be held responsible for any consequences that materialises out of the Customer’s lack of payment.
      2. Variation
        1. If the Customer wishes to make changes to the Services or the Website they shall notify the Supplier of this intention in writing (“Change Request”). The Change Request must specify any requested changes in sufficient detail for the Supplier to respond. The Supplier reserves the right to refuse a Change Request if they consider it not to be detailed enough.
        2. The Supplier shall respond in writing within 14 days (“Change Request Response”). If the Change Request is accepted, the Supplier shall specify any changes to the Charges and/or the proposed delivery time.
        3. The Customer shall accept or reject the Change Request Response within 7 days:
          1. If the Customer accepts the Change Request Response, the Proposal will be amended as agreed in the Change Request Response.
          2. If the Customer rejects the Change Request Response, this agreement shall remain unchanged and both parties will continue to be bound by the agreement.
      3. Supplier’s IT standard
        1. The Supplier shall deliver web pages:
          1. To HTML5 markup;
          2. Using CSS2.1 + 3 stylesheets; and
          3. Using unobtrusive JavaScript for feature detection, poly-fills and behaviours.
        2. The Website shall be developed to a standard appropriate for the browser it is viewed with. The Supplier shall test the Website in the following desktop browsers:
          1. Apple (Safari);
          2. Google Chrome;
          3. Microsoft Edge;
          4. Mozilla Firefox; and
          5. Opera.

      Upon specific request by the Customer, the Supplier may test the Website in older browsers. The Supplier shall provide a separate estimate for this work.

        1. The Supplier shall test the Website for the following browsers using the following operating systems:
          1. Apple OS:
            1. Safari
            2. Google Chrome
          2. Android 4.x:
            1. Google Chrome
            2. Firefox
    1. The Supplier shall not test the Website for Blackberry, Opera Mini/Mobile, Windows Phone or other mobile browsers. The Supplier, if they so decide, shall test the Website using these devices or browsers if the Customer specifically requests this. The Supplier shall provide a separate estimate for this work.

        1. The Supplier may make changes to the standards set out in this clause from time to time, any changes shall be made available on the Supplier’s website and will be communicated directly to the Customer if the Supplier believes the changes will impact this agreement or any contractual relationship stemming from this agreement.
      1. Intellectual property rights
        1. All Intellectual Property Rights in or arising out of or in connection with the Services (other than Intellectual Property Rights in any materials provided by the Customer) shall be owned by the Supplier.
        2. The Customer warrants that they own the Intellectual Property Rights of any Customer Content they provide to the Supplier in relation to this agreement.
        3. The Customer grants the Supplier a fully paid-up, non-exclusive, royalty-free, non-transferable licence to copy and modify any materials provided by the Customer to the Supplier for the term of the Contract for the purpose of providing the Services to the Customer.
      2. Humanitarian Clause
        1. In performing its obligations under this agreement the Customer shall comply with:
          1. all applicable laws, statues, regulations and codes from time to time in force; and
          2. the mandatory policies being, but not limited to:
            1. Anti-slavery and Human Trafficking Policy;
            2. Corporate and Social Responsibility Policy;
            3. Anti-bribery and Anti-corruption Policy;
            4. Anti-money Laundering Policy;
            5. Ethics Policy;
            6. Data and Privacy Policy; and
            7. Charitable Policy.
        2. The Supplier may terminate the Contract and any ongoing contractual relationship immediately by giving written notice to the Customer if they believe they have committed a breach of clause 11.
      3. Data protection and data processing
        1. Both parties will comply with all applicable requirements of the Data Protection Legislation. This clause 12 is in addition to, and does not relieve, remove or replace, a party’s obligations under the Data Protection Legislation.
        2. The parties acknowledge that for the purposes of the Data Protection Legislation, the Customer is the data controller and the Supplier is the data processor (where Data Controller and Data Processor have the meanings as defined in the Data Protection Legislation).
        3. Without prejudice to the generality of this clause, the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data (as defined in the Data Protection Legislation) to the Supplier for the duration and purposes of the Contract.
        4. Without prejudice to the generality of this clause, the Supplier shall, in relation to any Personal Data processed in connection with the performance by the Supplier of its obligations under the Contract:
          1. process that Personal Data only on the written instructions of the Customer unless the Supplier is required by the laws of any member of the European Union or by the laws of the European Union applicable to the Supplier to process Personal Data (Applicable Data Processing Laws). Where the Supplier is relying on laws of a member of the European Union or European Union law as the basis for processing Personal Data, the Supplier shall promptly notify the Customer of this before performing the processing required by the Applicable Data Processing Laws unless those Applicable Data Processing Laws prohibit the Supplier from so notifying the Customer;
          2. ensure that it has in place appropriate technical and organisational measures, reviewed and approved by the Customer, to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it);
          3. ensure that all personnel who have access to and/or process Personal Data are obliged to keep the Personal Data confidential; and
          4. not transfer any Personal Data outside of the European Economic Area unless the prior written consent of the Customer has been obtained and the following conditions are fulfilled:
            1. the Customer or the Supplier has provided appropriate safeguards in relation to the transfer;
            2. the Data Subject (as defined in the Data Protection Legislation) has enforceable rights and effective legal remedies;
            3. the Supplier complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and
            4. the Supplier complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the Personal Data;
          5. assist the Customer, at the Customer’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
          6. notify the Customer without undue delay on becoming aware of a Personal Data breach;
          7. at the written direction of the Customer, delete or return Personal Data and copies thereof to the Customer on termination of the agreement unless required by Applicable Data Processing Law to store the Personal Data; and
          8. maintain complete and accurate records and information to demonstrate its compliance with this clause
        5. Either party may, at any time on not less than 30 days’ notice, revise this clause by replacing it with any applicable controller to processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by attachment to the Contract).
        6. Such use of any Personal Data by the Supplier is seen as a legitimate expectation, by the Customer, as part of the contractual relationship.
      4. Limitation of liability:
        1. Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for:
          1. death or personal injury caused by negligence; and
          2. fraud or fraudulent misrepresentation;
        2. Subject to clause 13.1, the Supplier’s total liability to the Customer shall not exceed the Contract Price. The Supplier’s total liability includes liability in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract.
        3. Subject to clause 13.1, the Supplier shall not be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise arising under or in connection with the Contract for, but not limited to:
            1. Loss of profits.
            2. Loss of sales or business.
            3. Loss of agreements or contracts.
            4. Loss of anticipated savings.
            5. Loss of use or corruption of software, data or information.
            6. Loss of or damage to goodwill.
            7. Indirect or consequential loss.
        4. The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
        5. Unless the Customer notifies the Supplier that it intends to make a claim in respect of an event within the notice period, the Supplier shall have no liability for that event. The notice period for an event shall start on the day on which the Customer became, or ought reasonably to have become, aware of its having grounds to make a claim in respect of the event and shall expire 12 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
        6. Subject to clause 13.1, the Supplier shall not be liable for any damage, loss or delay suffered in the completion of the Services as a result of a fault with the Customer’s existing IT systems.
        7. This clause 13 shall survive termination of the Contract.
      5. Termination
        1. Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
          1. the other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 14 days of that party being notified in writing to do so;
          2. the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
          3. the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
          4. the other party’s financial position deteriorates to such an extent that in the terminating party’s opinion the other party’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
        2. Without affecting any other right or remedy available to it, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under the Contract on the due date for payment.
        3. Without affecting any other right or remedy available to it, the Supplier may suspend the supply of Services under the Contract or any other contract between the Customer and the Supplier if the Customer fails to pay any amount due under the Contract on the due date for payment, the Customer becomes subject to any of the events listed in clause 14.1(b) to clause 14.1(d), or the Supplier reasonably believes that the Customer is about to become subject to any of them.
        4. The Supplier may terminate the Contract and any ongoing contractual relationships if they believe that the Customer is using the Website or any Services for illegal or immoral purposes. In these circumstances, the Supplier reserves the right to terminate such contractual relationships without notice or reimbursement.
      6. Consequences of termination
        1. On termination of the Contract:
          1. the Customer shall immediately pay to the Supplier all of the Supplier’s outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, the Supplier shall submit an invoice, which shall be payable by the Customer immediately on receipt;
          2. the Supplier shall hand over all control of any products they have created for the Customer, and shall provide any necessary passwords to allow the Customer to access such products; and
          3. the license granted to the Supplier in clause 10.3 shall immediately terminate and the Supplier shall return any Customer Content in their possession.
        2. Termination of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
        3. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination of the Contract shall remain in full force and effect.
      7. Proposal
        1. The Proposal document is the property of the Supplier. Without the Suppliers consent, the Customer shall only use the Proposal for the purposes of this agreement.
        2. Where there is conflict between the Proposal and the terms of this agreement, the terms of this agreement will take precedence.
      8. Alternative Dispute Resolution
        1. If any dispute arises in connection with the Contract, the Proposal or any ongoing contractual relationship between the parties, the parties are obliged to enter into alternative dispute resolution as the first step in resolving any dispute.
        2. Any dissatisfaction with the Services supplied by the Supplier must be communicated by the Customer in writing within 48 hours of the dissatisfaction becoming apparent.
      9. Force majeure

      Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.

      1. Assignment and other dealings
        1. The Supplier may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
        2. The Customer shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract.
      2. Confidentiality
        1. Each party undertakes that it shall not at any time during the Contract, and for a period of six months after termination of the Contract, disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as permitted by clause 20.2.
        2. Each party may disclose the other party’s confidential information:
          1. to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party’s obligations under the Contract. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party’s confidential information comply with this clause 20; and
          2. as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
        3. Neither party shall use the other party’s confidential information for any purpose other than to perform its obligations under the Contract.
      3. Entire agreement
        1. The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
        2. Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.
        3. Nothing in this clause shall limit or exclude any liability for fraud.
        4. A person who is not a party to this agreement shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement.
      1. Waiver

      A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.

      1. No Agency

      Nothing in the this agreement, the Proposal or any further contractual relationship arising out of this agreement shall be read to as construe that either party shall be an agent of the other.

      1. Severance

      If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.

      1. Notices
        1. Any notice given to a party under or in connection with the Contract shall be in writing and shall be delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or sent by email to an address shown on the front page of the Proposal.
        2. Any notice shall be deemed to have been received:
          1. if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
          2. if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; and
          3. if sent by email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.
        3. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any other method of dispute resolution.
      2. Third party rights
        1. Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
        2. The rights of the parties to rescind or vary the Contract are not subject to the consent of any other person.
      3. Governing law and Jurisdiction
        1. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.
        2. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
      4. If there is a problem with any product or services

      If you have any questions or complaints please contact Dave Wilks or email hello@teammarvel-co-uk.stackstaging.com