What you are
agreeing to.

Who you are buying from

ADAMROE. LTD, a private limited company registered at Companies House in England and Wales, company number 17466558, registered office 6 Northampton Road, Lavendon, Olney, MK46 4EY. Contact hello@adamroe.co.uk or +44 7533 973013. In these terms that company is "I" or "me", and you are "you".

Who I work for

I work for businesses, charities, clubs, public bodies and other organisations, and for people buying for their trade, business or profession. I do not take on work for anybody buying for their own personal use. By ordering, or approving a statement of work, you confirm that you are buying for one of those and can agree to these terms on its behalf.

What these terms cover, and what beats them

They apply to anything ordered through this website or quoted by email: a build, an audit, keyword research, hosting, a care plan, or work by the day.

Work is agreed in a statement of work, with the client services agreement attached, and the data processing terms wherever the work involves your customers' personal data, which includes every hosting and care plan. Those say the same things as this page at more length. Where a statement of work says something different, it wins: it was written for your job and these were written for everybody.

How the contract is made

Sending an order on this website does not make a contract, and nothing is charged. Until you press Send my order you can go back and change anything you have chosen or typed.

I then send you a statement of work in the client portal, with the terms that apply attached. If anything in it is wrong or needs changing, press Send it back and say what: nothing is agreed and nothing starts. When it is right, type your name and press Approve and start. The contract is made at that moment, and I email you to confirm it. Hosting and care plans are agreed in writing in the same way, with the data processing terms, before they start, and start on the 1st of the month I confirm.

The terms attached to a statement of work are fixed when it is issued, and when you approve, I keep a fingerprint of exactly what you approved. You can open the approved statement of work, print it or save it as a PDF in the portal while your account is open, and I keep a copy with the financial records. Contracts are made in English only.

Prices, and VAT

Work is priced in days at £400 a day, or by the hour at £75 for changes, support and small pieces of work. Evenings and weekends, where I agree to them, are £600 a day. Hosting is £50 a month.

I am not registered for VAT, so no VAT is charged and none of the prices on this site include it. If I ever have to register, VAT will be added to prices from that date and I will tell you before it lands on an invoice.

A quote holds until the date written on it, which is 30 days after I send it unless I write a different one. Prices for hosting and monthly plans can change with a month's notice, and never inside your first 3 months.

How you pay

Your statement of work says how the work is paid: a deposit and a balance, or a payment as each stage is accepted. Each invoice is due by the date written on it, which is 30 days after it is issued unless we have agreed a different term in writing.

Where there is a deposit, I invoice it when you approve the statement of work and you pay it by card, or by bank transfer. It is what starts the work. The balance is invoiced when the work is finished, or, where the price allows it, paid monthly by Direct Debit. The rule for that is arithmetic rather than judgement: each monthly payment has to be at least £400, and there can be at most 6 of them, so a balance under £800 is paid in one go.

Paying monthly costs nothing extra: there is no interest and no fee for spreading the balance, so you pay the same price, divided, and every payment falls within twelve months of the day you approve. Because of that, it is a kind of credit that is exempt from consumer credit regulation. The first monthly payment is never sooner than 14 days after you approve, so a new Direct Debit has time to set up. The payments wait for the deposit: if it clears after the first one's date, or less than 14 days before it, they all move on together to the first 1st of a month at least 14 days away, a month apart and with the same amounts, and I tell you the new dates.

Hosting and monthly plans start on the 1st of a month and are billed in whole calendar months, in advance, on the 1st. If a month was not invoiced when it should have been, it goes on a later invoice as its own line naming that month, and I check that invoice before it is sent.

Direct Debit

If you set up a Direct Debit, it collects every invoice I send you while it is in place: monthly payments, hosting, plans and any other work you have agreed to, including any still unpaid when you set it up. It collects each one when it is issued, not on its due date. The exceptions are a deposit, and a balance paid in one when the work is finished, which you pay by card or bank transfer.

Stripe collects Direct Debits for me, so they appear under Stripe's name on your bank statement, and Stripe emails you the amount and the date at least two working days before each collection. Monthly payments are collected from the 1st of each month and usually leave your account a few working days after it.

If a Direct Debit fails, you are emailed straight away with the bank's reason and what happens next. If it failed because there was not enough in the account, or the bank could not process it, it may be collected once more, no sooner than 7 days after the failure and within a month of the first attempt, for no more than the same amount. Stripe emails you the amount and the date first. It is never tried a third time.

You can cancel a Direct Debit at any time, at your bank or by telling me. Once you have told me, I cancel it with Stripe and start no further collection; one already sent to your bank may still complete. Cancelling it does not end a plan, hosting or a piece of work, and does not cancel anything already owed: those end as the section on stopping says, and anything due until then is paid another way, by card or bank transfer.

If a Direct Debit is reversed under the Direct Debit Guarantee, that is your right and nothing here limits it. If the payment was correctly due, it is still owed and is paid another way. If I refund a Direct Debit, I tell you first and refund it once the original payment has cleared, so you are not credited twice.

If a payment is late

I will tell you. If an invoice is still unpaid 14 days after its due date, I may pause the work, and access to staging, until it is settled, after telling you in writing that I am going to. You keep the portal throughout, so you can see what was agreed and pay. A live site I host is not switched off to chase a payment.

Where the Late Payment of Commercial Debts (Interest) Act 1998 applies, a late payment carries simple interest at 8% a year above the Bank of England base rate in force on the 30 June or 31 December before the interest starts, a fixed sum set by the Act, and any reasonable recovery costs above that sum. A payment made in advance of the work it pays for, such as a deposit or a month of hosting, counts as late only from when that work is done. I would rather never charge any of it.

When work starts, and when it is done

Work starts when the deposit has cleared, or when you approve if there is no deposit, and I have what I need from you: content, access, and answers to anything the scope left open. A date I have given you assumes those arrive when we agreed. If they do not, the date moves, and I will tell you at the time rather than at the end.

A piece of work is done when it does what the statement of work said it would. Snags are mine to fix, free, for 30 days after it is signed off, and after that your rights still apply. Signing off, or a stage counting as accepted, means it can be invoiced; it does not mean you give up a claim about a fault you find later. New ideas are a change, not a snag, which is the next section.

Changes to the work

Anything outside the agreed scope is quoted before it is built, as days or hours at the rates above, and it is yours to accept or not. Nothing gets added to an invoice you have not seen coming. If a change moves a date, the new date is part of the quote.

Hosting

Hosting is £50 a month, WordPress only, on my account with a managed WordPress host, named to you in writing before anything moves. It includes the certificate, a backup every day made by the host, the host's firewall and malware scanning, updates every month with a check afterwards, and the site put back from a backup if an update breaks it.

The site runs on servers in the UK, and the host keeps its backups in the United States, under the safeguards UK law sets for sending data abroad. If you need your site and its backups kept in the UK, say so before it moves: it is then hosted with a UK host instead, and your statement of work says what that includes.

The domain stays registered in your name. When you leave you get a full copy of the site and help moving it, free. Nobody is ever stuck here.

Not included: content changes, email inboxes, domain renewal, premium plugin licences, and cover outside working hours. Squarespace, Wix and Shopify host themselves and bill you directly, so there is nothing for me to charge.

Care and changes plans

A plan buys a number of hours a month for changes and support. Those hours are for that month and do not carry over, because the point of a plan is that I hold the time for you whether you use it or not. If you need more in a month, I price it first.

You can change to a different plan at any time, and the change starts on the 1st of a month. Moving from one monthly plan to another keeps the minimum you started with rather than starting a new one; moving onto a monthly plan from pay as you go starts one.

A site I did not build

Before I take on a site somebody else built, it gets a take-on check, £200, quoted and agreed like any other piece of work. I look at what is there and tell you what I find. The check can lead to work I sell, such as fixes, a care plan or hosting, so I have an interest in what it finds. That is why the findings are yours whether you go ahead with me or not, and you are free to take them to anybody else to act on. If the answer is that I should not take it on, that is the answer you get.

What you own, and when

Everything made for you is yours once the work is paid for in full: the code, the design, the content I wrote for you, and the accounts set up in your name. Where a job is billed by stage, each stage's work is yours when that stage is paid. On that payment I assign the copyright in it to you, and will sign anything you reasonably need to record it. Until then it is licensed to you so you can use and review it.

Two things are not transferred, because they are not mine to give. Third-party software keeps its own licence, and plugins or themes bought for you are registered in your name or passed on at cost. And I keep the right to reuse my own general know-how, tools and techniques, which is not your content, your designs or your data.

I may mention that I worked with you and show the public site as an example, unless you ask me not to. Ask, and I will not.

Your content, and your access

You confirm that anything you give me to publish is yours to publish. If a claim is made against me because it was not, that is yours to deal with.

Where you give me access to your systems, I use it only for the work agreed. Anything of yours that is not public, your plans, your figures, your customers, your credentials, stays between us and is used only for the work. That runs both ways and lasts for three years after the last piece of work ends. Credentials are held in a password manager and removed at the end.

If something goes wrong

I do the work with reasonable care and skill, which is the standard the law sets and the one I would want held to. I cannot promise a search ranking, a level of traffic, or sales, because those are not mine to decide, and anybody promising them is selling something they do not control.

If something is my fault, what I am liable for is limited. It is capped at the higher of the fees paid or payable for that piece of work, or, for hosting, a plan or other work that runs monthly, the fees paid or payable for the twelve months before the claim; and what my insurers pay out on the claim, or would have paid had I kept to the policy's terms. I hold professional indemnity cover of £1m and cyber cover of £250,000. I am not liable for lost profit, lost business, or loss of data you hold elsewhere, though you can still claim back money you spent that was wasted because of my mistake, up to the cap. Nothing here limits liability for death or personal injury caused by negligence, for fraud, or for anything else the law does not allow to be limited.

Stopping

Hosting and monthly plans run for a minimum of the first 3 calendar months; pay as you go has no minimum. After that either of us can give notice at any time, and it ends on the last day of a calendar month: notice given on the 1st ends that month, and notice given later in a month ends at the end of the next one. Nothing renews silently for a year, and I will help you move.

Fixed-price work that has started can be stopped, though not for a full refund: the deposit holds days for you that are not sold to anybody else. If you stop a piece of work part way, you pay for the days already spent and I hand over what exists, and anything you have paid beyond the days spent is refunded.

Either of us can stop immediately if the other seriously breaks these terms and does not put it right within 14 days of being asked. I can also end things if an invoice is more than 30 days overdue, but only after telling you in writing and giving you at least 14 days to pay it. A site I host then stays up until you have your copy and somewhere to put it, or for 30 days, whichever comes first.

Data protection

What I hold about you and your people, and why, is in the privacy notice. Where I host your site, look after it on a care plan, or other work touches your own customers' personal data, you are the controller and I am the processor, and the data processing terms attached to your statement of work set that out as UK GDPR Article 28 requires.

Complaints and questions

If you are unhappy with anything, or want to know more about the work, email hello@adamroe.co.uk, phone +44 7533 973013, or write to ADAMROE. LTD, 6 Northampton Road, Lavendon, Olney, MK46 4EY. I will reply as quickly as I can and do my best to put it right.

The rest

These terms, your statement of work and the documents attached to it are the whole of what was agreed, and replace anything said before them. Where they differ, the statement of work wins, then the client services agreement, then these terms. If a court finds one part unenforceable, the rest still stands. Neither of us is responsible for delay caused by something genuinely outside our control, which does not include a failure at a service I chose that I did not take reasonable care over. Nobody else gains rights under these terms. They are governed by the law of England and Wales, and the courts of England and Wales deal with any dispute.

If something here does not match what you were told, say so and I will look at it. Terms exist so neither of us has to remember what was agreed, not to win an argument.