Client agreement

1. Parties & agreement

This Client Agreement (“Agreement”) is between Made Digital UK Ltd, trading as MadeDigital, a company registered in England and Wales under company number 17259143, whose registered address is 66 Paul Street, London, EC2A 4NA (“we”, “us”, “our”), and you, the client named in the proposal or onboarding form (“you”, “your”, the “Client”).

This Agreement, together with the written proposal, quote or onboarding summary for your project (the “Proposal”), forms the whole contract between us. Where the Proposal and this Agreement conflict, the Proposal takes precedence for the work it describes. You accept this Agreement when you confirm acceptance during onboarding, sign a Proposal, or pay a deposit — whichever happens first.

By accepting this Agreement you confirm that you are duly authorised to enter into it on behalf of the Client (whether as an individual trading, a company director, a partner or otherwise), and that the Client has full legal capacity to do so.

2. Definitions

• “Services” means the website design, development and bespoke systems work, the monthly plans (Website Hosting, Support, Maintenance, Management and Shopify Maintenance), and the domain and business email where included, as set out in the Proposal.
• “Deliverables” means the website, files and other materials we produce for you under the Proposal.
• “Client Materials” means content, text, images, logos, branding and access you provide to us.
• “Fees” means the charges for the Services as stated in the Proposal.
• “Go-Live” means the point at which the website is published to your live domain.

3. Scope of work

We will provide the Services described in your Proposal with reasonable skill, to a professional standard. Anything not expressly included in the Proposal is out of scope. If you ask for work beyond the agreed scope (for example extra pages, features, integrations or design directions), we will tell you before doing it and agree any additional Fees and timescales with you in writing first.

4. Your responsibilities

So we can deliver on time, you agree to:

• provide a single main point of contact who can give feedback and approvals;
• supply Client Materials and any account access we reasonably need in a timely manner;
• review previews and respond with consolidated feedback within a reasonable time (normally five working days); if we do not receive feedback within that period we may treat the stage as approved and proceed;
• formally approve each design stage or milestone in writing (by email or via our onboarding platform) before we proceed to the next stage;
• give written go-live approval before the site is published to your live domain; if we do not receive a response within five working days of notifying you that the site is ready, we may treat go-live as approved and proceed;
• test the completed build and raise any issues before giving go-live approval; issues raised after go-live that could reasonably have been identified during review may be treated as additional work;
• register and maintain your own accounts with any third-party services your project requires — such as Google Search Console, Google Analytics, social media platforms, payment providers or email marketing tools; we can assist with setup but these accounts should be in your name and under your control;
• ensure any materials you give us are accurate, lawful and yours to use;
• ensure your website and its content comply with all laws applicable to your business (see section 5); and
• make payments on time.

5. Content & materials

You are responsible for the content you provide and confirm you own it or have the right to use it. You grant us a licence to use Client Materials for the purpose of delivering the Services. Where we create or source content or imagery on your behalf, we’ll tell you the basis on which it’s licensed. We are not responsible for checking the legal accuracy of content you supply (for example your own terms, claims or pricing).

You are solely responsible for ensuring your website and its content comply with all laws and regulations applicable to your business. This includes (but is not limited to): the Consumer Rights Act 2015, Consumer Contracts Regulations 2013, Advertising Standards Authority (ASA) codes, Trading Standards requirements, the Business Protection from Misleading Marketing Regulations 2008, financial promotions rules where applicable, sector-specific regulations relevant to your industry, and your own obligations under UK GDPR in relation to data collected through your website. We build what you instruct us to build; we are not your legal adviser and we are not liable for any regulatory or legal consequences arising from your content or business practices.

You will indemnify us against all claims, losses, damages and reasonable costs (including legal costs) that arise from Client Materials, from content or instructions you supply, or from your use of the Deliverables in breach of this Agreement or of any law. Where we host your website and we reasonably believe that content on it is unlawful, infringes someone else’s rights or exposes us to a claim, we may remove that content or take the site offline, and we will tell you when we do and why; we will restore it as soon as the issue is resolved.

6. Revisions & sign-off

Unless your Proposal says otherwise, fixed-price website projects include two rounds of revisions at the review stage. Revisions are reasonable refinements to the agreed design and content — not new pages, new features or a change of direction, which are treated as additional work under section 3. Further revision rounds can be added at our standard rate.

Once you formally approve a design stage or milestone — whether by email, via our onboarding platform, or by requesting that we proceed to the next stage — that stage is considered accepted and locked. Revisiting or reworking an approved stage is treated as additional work and will be quoted accordingly. We strongly recommend reviewing each stage thoroughly before giving sign-off. If you do not respond to a review request within five working days, we may treat the stage as approved and proceed in order to keep the project on schedule.

7. Post-launch warranty

Following Go-Live, we provide a 14-day bug-fix period during which we will correct any faults in the Deliverables that result from errors in our own work at no additional charge. This covers functional bugs in the agreed scope — it does not cover new features, content changes, design alterations, or issues caused by your own changes to the site, third-party plugins or services, or your hosting environment.

After the 14-day warranty period, any further changes are charged at £95 an hour with a one-hour minimum, or are included in your plan where the plan covers them. Website Hosting on its own includes no changes.

8. Timescales & delays

Any timescales we give are good-faith estimates and depend on you providing materials, feedback and approvals promptly. We’re not responsible for delays caused by late Client Materials, slow feedback, or third parties (such as domain registrars or payment providers). If a project stalls on your side for more than 30 days, we may pause it and reschedule it around our other commitments. When you are ready to restart, we pick up where we left off at no extra charge provided the scope is unchanged; if the scope has changed, we will re-quote the remaining work before continuing.

9. Fees & payment

Fees are as stated in your Proposal and, unless stated otherwise, are fixed for the agreed scope. One-off project Fees are normally payable half on acceptance (the deposit) and half on completion, before Go-Live, in the amounts the Proposal shows. Where a scoping session was paid before the Proposal, it is credited against the deposit as the Proposal shows. The monthly plans are billed monthly in advance.

If you take a plan with your build, it is set up when you pay the final balance, never at the deposit. On every plan except Website Hosting, the first 30 days are free: the first monthly payment is taken 30 days after the final balance is paid, and monthly in advance from then on, until you cancel in line with section 11. During those first 30 days you may cancel by emailing hello@made-digital.co.uk and nothing will be charged; the 30 days’ notice in section 11 applies from your first payment onward.

VAT. Made Digital UK Ltd is not currently registered for VAT, so no VAT is charged and all Fees stated are the total payable. If we become VAT registered, VAT will be added to Fees for Services supplied on or after the date of registration, at the rate then in force, and we will tell you before that first affected invoice.

Invoices are due within 7 days unless agreed otherwise. We may suspend Services or withhold Go-Live and files while payment is overdue. Late payments will accrue interest at 8% per annum above the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998, calculated daily from the due date until payment in full. We may also claim reasonable debt-recovery costs under that Act.

10. Deposits & refunds

The deposit secures your place in our schedule and covers initial work. Because we commit time and resources from the outset, deposits are non-refundable once work has begun. If you cancel after work has started, we keep the deposit and that is the end of it — we will not invoice you for any further work done up to that point. If we are unable to deliver the Services for reasons within our control and no usable Deliverables have been provided, we will refund amounts paid for the undelivered work. Recurring Services can be cancelled in line with section 11; we don’t refund part-months of a plan but you won’t be charged again after cancellation.

If you are a consumer (an individual acting wholly or mainly outside your trade, business, craft or profession), you have 14 days from the date this Agreement is concluded to cancel it, without giving a reason, by telling us clearly in writing at hello@made-digital.co.uk (you may use the words “I wish to cancel my agreement with Made Digital UK Ltd dated [date], [your name and address]”). If you expressly asked us to begin work within those 14 days and we did, you will pay a proportionate amount for the work performed up to the point you cancel, and if the Services have been fully performed within those 14 days at your express request, the right to cancel is lost. Your statutory rights under the Consumer Rights Act 2015 are not affected by this clause. We sell to businesses, and the business-buyer confirmation you give on acceptance records that this consumer paragraph does not apply to you.

11. Hosting, domains & email

Hosting, domain and business email are separate from website design: a live site needs hosting, and you can take it from us on a plan or host it elsewhere. Where we host your site, we’ll use reasonable efforts to keep it available but do not guarantee uninterrupted service, and we keep daily backups. You own your domain name — if registered by us on your behalf, it is registered in your name or transferred to you on request, subject to any sums owed. While you are on any plan, a standard domain (such as a .co.uk) is included, registration and renewal, at no charge; a premium or unusual domain is agreed separately. If you leave the plan, the domain stays yours and its renewal becomes yours to arrange. You may move your website, domain or email to another provider at any time; we’ll provide a reasonable export of your site files once your account is settled. You can cancel a plan at any time on at least 30 days’ notice before the next renewal date. We may review a plan’s price once in any 12-month period and will give you at least 30 days’ written notice of any increase; if you would rather not continue at the new price, you can cancel before it takes effect. Because every plan includes hosting, once your plan ends we no longer host your site and it will go offline — you keep your files and can host it elsewhere. We don’t refund part-months.

12. Third-party services & integrations

Many websites require integration with third-party platforms such as payment gateways (e.g. Stripe, PayPal), Google services (Search Console, Analytics, Maps, Ads), social media platforms, booking systems, CRM tools or email marketing providers. Where we integrate or configure such services as part of the agreed scope:

• You are responsible for creating and owning the relevant accounts in your own name, and for reading and accepting the third party’s own terms of service.
• We are not a party to your agreements with those providers and are not liable for their pricing, availability, functionality, data practices or policy changes.
• We are not liable for any loss caused by a third-party service being suspended, discontinued or altered after we have completed the integration.
• Where a third-party integration requires ongoing fees or subscriptions (for example a payment processor’s transaction fees), those costs are your responsibility unless expressly included in the Proposal.

We may recommend specific tools based on our experience, but such recommendations do not constitute professional financial or technical advice. You should carry out your own due diligence before committing to any third-party platform.

13. SEO & marketing services

Where a plan includes search work (Website Maintenance and Website Management), we apply recognised best practice to improve your site’s technical health, structure and visibility. Search rankings depend on factors outside our control (including search-engine algorithms and competitor activity), so we cannot guarantee specific rankings, traffic or results. We’ll be clear about what each engagement includes.

14. Intellectual property

You keep ownership of your Client Materials. Once the Deliverables are paid for in full, we assign to you the intellectual property rights in the final website and bespoke design we create for you. Until full payment, all rights remain with us. We retain ownership of any underlying tools, frameworks, code libraries, templates and know-how we use to build sites, and of third-party components (such as fonts, stock imagery or plugins), which are licensed to you on their own terms. We may reference the project and show it in our portfolio unless you ask us in writing not to.

15. Termination & assignment

Either of us may end this Agreement on written notice if the other commits a material breach that isn’t put right within 14 days of written notice, or becomes insolvent, enters administration, or ceases trading. Either party may also terminate this Agreement for any reason on 30 days’ written notice; in that event you must pay for all work performed and costs committed up to and including the end of the notice period. We may end the Agreement immediately and without notice if you fail to make a payment when due and do not remedy that within 7 days of a reminder.

Sections that by their nature should survive termination — including payment, IP, limitation of liability, confidentiality and data protection — continue in full force after termination.

Assignment: Neither party may assign, transfer or subcontract their rights or obligations under this Agreement without the prior written consent of the other party, such consent not to be unreasonably withheld. We may, without your consent, engage subcontractors or freelancers to assist in delivering the Services, provided we remain responsible for the quality and confidentiality of their work.

16. Limitation of liability

Nothing in this Agreement limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded or limited.

Subject to the above, we are not liable for:

• loss of profit, revenue, data, goodwill or anticipated savings;
• indirect, special or consequential loss of any kind;
• loss or damage caused by your own changes to the website after Go-Live;
• issues arising from content, materials or instructions you supplied;
• the acts, omissions, outages, policy changes or pricing decisions of any third-party service or platform (including hosting providers, payment processors, Google, Meta or any other platform);
• loss of search engine rankings or traffic, or changes to algorithm-driven results; or
• any regulatory penalties, fines or legal consequences arising from your own content or business practices.

Our total aggregate liability to you under or in connection with this Agreement is limited to the greater of (a) the total Fees you paid us in the 12 months preceding the event giving rise to the claim, and (b) £1,000. Where the claim relates to a specific deliverable or service, liability is limited to the greater of the Fees paid for that element and £1,000.

If you are a consumer (an individual acting wholly or mainly outside your trade, business, craft or profession), nothing in this clause limits our liability below the amount you would be entitled to recover under your statutory rights, and this clause applies only to the extent it is fair under the Consumer Rights Act 2015.

17. Force majeure

Neither of us is responsible for failure or delay caused by events beyond our reasonable control, including power or internet failures, outages of hosting or third-party providers, cyber-attacks, strikes, illness, or acts of government. We’ll let you know and work to minimise the impact.

18. Confidentiality

Each party agrees to keep the other’s Confidential Information confidential and not to disclose it to any third party without prior written consent, except as required by law or regulation, or to the extent necessary to deliver the Services (for example, disclosing project details to a subcontractor under an equivalent duty of confidence).

“Confidential Information” means any non-public information disclosed by one party to the other in connection with this Agreement, including (but not limited to): business plans, pricing, client lists, project briefs, login credentials, commercial strategies, and technical know-how. It does not include information that is or becomes publicly available other than through a breach of this clause, or information that was already known to the receiving party before disclosure.

We will not disclose your project details, business information or login credentials to any third party except as described above. You will not disclose our pricing, processes, design files or unpublished work to any third party without our prior written consent.

This obligation of confidentiality continues for two years after termination of this Agreement, except in relation to trade secrets, which remain confidential indefinitely.

19. Data protection

Each of us will comply with UK data protection law, including the UK GDPR and the Data Protection Act 2018. Where we process personal data on your behalf (for example through hosting or maintenance), we do so as your processor under our Data Processing Agreement, which forms part of this Agreement. How we handle your own personal data as a client is described in our Privacy Policy.

20. Complaints & dispute resolution

If you have a concern about our work or this Agreement, please contact us at hello@made-digital.co.uk in the first instance and we will try to resolve it quickly and informally. We take complaints seriously and would much rather resolve any issue directly than through formal proceedings.

If we cannot resolve a dispute informally within 30 days of you raising it in writing, either party may escalate to formal legal proceedings. Nothing in this clause prevents either party from seeking urgent injunctive or other interim relief from the courts where necessary to protect their position.

21. Governing law & jurisdiction

This Agreement and any dispute arising from it are governed by the law of England and Wales, and both parties submit to the exclusive jurisdiction of the courts of England and Wales. If any part of this Agreement is found to be unenforceable, the rest continues to apply.

22. Changes & version control

This is version 1.8 of our Client Agreement, dated 19 September 2026. The version that applies to your project is the one in force when you accept it, and we record the version, your name and the date and time of acceptance. We may update this Agreement for future projects; changes don’t affect a project already underway unless we both agree in writing.

23. Independent contractor

Made Digital UK Ltd is an independent contractor. Nothing in this Agreement creates an employment, agency, partnership or joint venture relationship between the parties. We retain the right to perform services for other clients during the term of this Agreement, provided that does not conflict with our obligations to you or breach our confidentiality obligations.

24. Entire agreement & variation

This Agreement (together with the Proposal and our Data Processing Agreement at made-digital.co.uk/dpa, in the version stated on your signed copy) constitutes the entire agreement between the parties relating to its subject matter and supersedes all prior representations, negotiations, understandings and discussions, whether oral or written. Each party confirms it has not entered into this Agreement in reliance on any representation or warranty not expressly set out in it.

No variation of this Agreement is effective unless made in writing and confirmed by an authorised representative of both parties. A scope change or additional-work agreement confirmed by email constitutes a written variation for the purposes of this clause.

25. General

Severability: If any provision of this Agreement is found to be invalid or unenforceable in whole or in part, it shall be deemed severed to the minimum extent necessary and the remaining provisions shall continue in full force and effect.

Waiver: Failure or delay by either party in exercising any right or remedy shall not constitute a waiver of that right or remedy, nor shall a single or partial exercise prevent any further or other exercise of the same or any other right or remedy.

Notices: Any formal notice under this Agreement must be given in writing and sent by email to the address last used by the recipient, or by first-class post to their last known address. Email notices are deemed received at the time of transmission (or the next working day if sent outside business hours); postal notices are deemed received two working days after posting.

No third-party rights: This Agreement does not create any rights enforceable by any third party under the Contracts (Rights of Third Parties) Act 1999.

Questions? Email hello@made-digital.co.uk before accepting and we’ll talk anything through. We’d rather you were comfortable than rushed.