1. About these terms
1.1 Who we are
“Bass Media Group”, “we”, “us” and “our” mean Michal Windorpski trading as Bass Media Group, of Cherry Tree Court, 36 Ferensway, Hull, HU2 8NH, United Kingdom. You can contact us at [email protected].
“You” and “your” mean the person or organisation purchasing or using our services. If you place an order for an organisation, you confirm that you have authority to bind that organisation.
1.2 When these terms apply
These terms apply to your use of bassmediagroup.co.uk and to services we supply unless we agree otherwise in writing. By accepting a proposal, placing an order, paying an invoice, creating an account or instructing us to begin work, you agree to these terms.
1.3 Contract documents
Your contract may include an order form, proposal, statement of work, service description, data processing agreement and these terms. If documents conflict, the following order applies unless expressly agreed otherwise: (a) the signed statement of work or order form; (b) the proposal; (c) any data processing agreement for data-protection matters; and (d) these terms.
2. Our services
We provide services including WordPress and WooCommerce development, Shopify work, API integration, plugin development, AI and automation, website maintenance, hosting support, performance work, SEO and digital marketing. The exact services included are those described in your accepted order, proposal or service plan.
Unless expressly included, our services do not include legal, tax, accessibility-certification, cybersecurity-audit or regulatory-compliance advice. We may decline work outside the agreed scope or quote for it separately.
Dates and response times are estimates unless we expressly agree in writing that a date is fixed. We will provide the services with reasonable care and skill.
3. Orders, scope and changes
An order becomes binding when we confirm it in writing, you accept our proposal, or we begin work at your request. Each order should identify the deliverables, assumptions, price and relevant timetable.
Requests outside the agreed scope are treated as change requests. We may provide a revised estimate, fee and delivery date before carrying out additional work. We are not required to begin a change until it is approved in writing.
We may make reasonable technical changes that do not materially reduce the agreed functionality, including changes needed for security, compatibility, performance or third-party platform requirements.
4. Your responsibilities
You agree to:
- provide complete, accurate and timely instructions, content, approvals and access;
- keep administrator accounts, passwords and authentication methods secure;
- maintain any licences, subscriptions or third-party accounts that are your responsibility;
- ensure that materials you provide are lawful and do not infringe another person’s rights;
- review deliverables and report faults promptly with enough information for us to investigate; and
- maintain an appropriate business-continuity plan for systems that are critical to your organisation.
We are not responsible for delay or additional cost caused by missing information, delayed approval, unavailable access, conflicting instructions or other matters under your control. We may adjust the timetable and charge reasonable additional costs caused by such delay.
5. Support requests and included time
Support requests must be submitted through [email protected]. Requests sent through other channels may not be monitored or recorded.
Target response times indicate when we aim to acknowledge or begin assessing a request; they are not guaranteed resolution times. Unless your plan states otherwise, our target response time for non-critical requests is two business days.
Included support or development time is limited to the allowance stated in your plan. Unused time expires at the end of each billing period and does not roll over unless your plan expressly says otherwise. Work beyond the allowance requires approval and is charged at the rate stated in your order or current pricing schedule.
Emergency work, out-of-hours work and accelerated delivery may carry an additional charge disclosed before work begins where practicable. A request is not an emergency merely because it is urgent to you; we will assess severity by reference to service unavailability, security risk, data loss and business impact.
6. Fees, invoices and payment
Fees are set out in your order, proposal or service plan. Unless stated otherwise, prices exclude VAT and third-party costs. You authorise us to collect recurring fees using the payment method supplied where recurring billing has been agreed.
Invoices are due within 7 days. If an amount is overdue, we may charge interest and recovery costs to the extent permitted by law, suspend affected services after reasonable notice, and require payment before resuming work.
You must raise a genuine invoice dispute promptly and pay any undisputed amount by its due date. Except where the law requires otherwise, fees already earned and third-party costs committed on your behalf are non-refundable.
We may change recurring prices by giving at least 30 days’ notice. If you do not accept a change, you may cancel the affected rolling service before the new price takes effect.
7. Subscription term, renewal and cancellation
A monthly rolling service renews each month until cancelled. A fixed-term service continues for the agreed minimum term and then ends or renews as stated in the order.
You may cancel a monthly rolling service by emailing [email protected]. Cancellation takes effect at the end of the current paid billing period unless your order says otherwise. We do not normally provide a partial refund for an unused part of a billing period, except where required by law.
Cancellation does not remove your obligation to pay fees and third-party charges incurred before the effective cancellation date.
8. Additional rights for consumers
This section applies only if you are acting wholly or mainly outside your trade, business, craft or profession. Nothing in these terms limits rights that cannot lawfully be limited.
If you enter into a distance contract as a consumer, you will normally have 14 days from the date the contract is made to cancel without giving a reason. To cancel, send a clear statement to [email protected].
If you ask us to begin services during the cancellation period, you must make that request expressly. If you then cancel, you may have to pay a proportionate amount for services supplied up to cancellation. If the service is fully performed during the cancellation period following your express request and acknowledgement, the cancellation right may be lost.
We will provide consumer services with reasonable care and skill. Your statutory remedies remain available where applicable.
9. Third-party products and platforms
Websites commonly depend on third-party hosting providers, domain registrars, payment providers, plugins, themes, APIs, cloud services, advertising platforms and software. Their own terms, prices, availability and policies may apply.
We are not responsible for a third party’s acts, omissions, outages, security incidents, compatibility changes or discontinuation, although we will use reasonable care when selecting or recommending services within our scope.
Third-party fees are your responsibility unless expressly included. If we purchase or manage a licence on your behalf, your right to use it may end when our service ends or when the relevant subscription is not renewed.
10. Security, backups and availability
We use reasonable measures appropriate to the agreed service, but no website, hosting environment, backup or security system is guaranteed to be uninterrupted, error-free or immune from attack.
Backup frequency, retention and restoration arrangements are limited to those stated in your plan. You should keep independent copies of critical content, data and credentials unless your order expressly makes us solely responsible for a particular backup obligation.
We may carry out planned or emergency maintenance and may temporarily restrict access where reasonably necessary to protect systems, investigate misuse, prevent damage or comply with law.
11. Intellectual property
11.1 Your materials
You retain ownership of materials you supply. You grant us a non-exclusive licence to use, copy, modify and host them only as needed to provide the services. You confirm that you have the rights needed to grant this licence.
11.2 Our materials
We retain ownership of our pre-existing materials, methods, know-how, reusable code, development tools, templates and generic components. Subject to full payment, we grant you a non-exclusive, perpetual licence to use any of those materials incorporated into your deliverables for the intended operation of the project.
11.3 Bespoke deliverables
Ownership or licensing of bespoke deliverables will be stated in the relevant order. If the order is silent, ownership of bespoke deliverables created specifically for you transfers to you on full payment, excluding our pre-existing materials and third-party components.
11.4 Portfolio use
Unless you ask us not to in writing for a legitimate confidentiality reason, we may identify you as a customer and display non-confidential completed work in our portfolio and marketing materials.
12. Data protection
Each party must comply with applicable data-protection law. Our Privacy Policy explains how we process personal data for our own business purposes.
Where we process personal data on your behalf as a processor—for example, when accessing a customer database or maintaining a website containing personal data—the parties will enter into or be bound by an appropriate data processing agreement containing the terms required by applicable law.
You are responsible for establishing a lawful basis for personal data you control and for providing required notices and instructions. We will process such data only on documented instructions, except where law requires otherwise.
13. Confidentiality
Each party must keep the other’s confidential information secure and use it only to perform or receive the services. This does not apply to information that is public through no breach, was lawfully known already, is received lawfully from another source, or must be disclosed by law.
These confidentiality obligations continue after the contract ends.
14. Responsibility and liability
Nothing in these terms excludes or limits liability where doing so would be unlawful, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or your mandatory consumer rights.
Subject to the paragraph above, neither party is liable for indirect or consequential loss. If you are a business customer, we are not liable for loss of profit, revenue, anticipated savings, business opportunity, goodwill or data, except to the extent such loss is caused by our breach of a specific data-protection obligation that cannot lawfully be limited.
Subject to the first paragraph of this section, where you are a business customer, our total aggregate liability arising out of or in connection with an order will not exceed the greater of: (a) £5,000; or (b) 100% of the fees paid or payable under the affected order during the 12 months immediately preceding the event giving rise to the claim. If the affected order has been in force for less than 12 months, the calculation in paragraph (b) will use the fees paid or payable from its start date.
Where you are a consumer, this section applies only to the extent permitted by consumer law. We are responsible for loss or damage that is a foreseeable result of our breach or failure to use reasonable care and skill, but not for business losses where you use the services for a commercial purpose.
You will be responsible for third-party claims arising from unlawful materials or instructions you provide, to the extent the claim was not caused by our breach, negligence or wilful misconduct.
15. Suspension and termination
Either party may terminate an affected order immediately by written notice if the other commits a material breach and, where the breach can be remedied, fails to remedy it within 14 days after written notice.
We may suspend services immediately where reasonably necessary because of a security risk, unlawful use, risk of harm, non-payment, a third-party provider’s requirement or a legal obligation. Where practicable, we will explain the reason and give you an opportunity to resolve it.
When services end, outstanding amounts become due. Each party must return or delete the other’s confidential information when reasonably requested, subject to legal retention duties and routine backup cycles. Any migration, export or handover work outside the agreed service may be chargeable.
Terms intended to continue after termination—including payment, intellectual property, confidentiality, data protection and liability provisions—will remain in effect.
16. General terms
16.1 Events outside reasonable control
Neither party is responsible for delay or failure caused by events outside its reasonable control, provided it takes reasonable steps to reduce the effect and resumes performance when reasonably possible.
16.2 Subcontracting and assignment
We may use suitably qualified subcontractors and remain responsible for their work within our contractual scope. You may not transfer your contract without our written consent, not to be unreasonably withheld. We may transfer it as part of a genuine business sale or reorganisation, provided this does not reduce your rights.
16.3 Changes to these terms
We may update these terms for legal, regulatory, security or operational reasons. Changes will not retrospectively alter a completed order. For ongoing services, we will give reasonable notice of material changes. If a material change significantly disadvantages you, you may cancel the affected rolling service before it takes effect.
16.4 Entire agreement
If you are a business customer, the contract documents form the entire agreement concerning their subject matter, and neither party relies on a statement not recorded in them, except that nothing excludes liability for fraud.
16.5 Severability and waiver
If a provision is unlawful or unenforceable, the remaining provisions continue. A delay in enforcing a right does not waive it.
16.6 Third-party rights
No person other than you and us may enforce these terms under the Contracts (Rights of Third Parties) Act 1999.
16.7 Governing law
These terms and any dispute are governed by the law of England and Wales. If you are a business customer, the courts of England and Wales have exclusive jurisdiction. If you are a consumer, you may also have the right to bring proceedings in the part of the United Kingdom where you live.
17. Contact, notices and complaints
Questions, cancellation notices and complaints should be sent to [email protected] or to Cherry Tree Court, 36 Ferensway, Hull, HU2 8NH, United Kingdom. Please include your name, organisation, affected website and enough detail for us to investigate.
We aim to acknowledge complaints within 3 business days and provide a substantive response within 10 business days where reasonably possible.