Terms and Conditions of Business for Whitesands Media Limited, also trading as Sawley Studios and EXECODE

Last Updated: 11 July 2025

1. General terms and conditions

   Last Update: 1 July 2025

   1. Whitesands Media Limited, and any trading company, namely Sawley Studios and EXECODE, will hereby be referred to as 'the supplier.'
   2. Any person, company, organisation, entity or otherwise requesting work, or authorising work on behalf of such, will hereby be referred to as 'the customer.'
   3. The customer must always have the required authorisation and authority level to confirm work, contracts and compliance with these terms and conditions and will be treated as such from here on.
   4. Irrespective of the trading business engaged, all invoices and accounting will be done by Whitesands Media Limited.
   5. By using or contracing any services from the supplier the customer agrees to the terms and conditions set forth herein.
   6. These terms may be revised at any time by the supplier. Where possible any updates will be communicated to existing customers by email. All customers are must review and accept the terms as they stand at the point of contracting, or continuing to contract, work or services from the supplier.
   7. For ongoing contracts invoiced in January and July these terms will be reviewed by customers no later than 1 December and 1 June each year, before any upcoming relevant 28 day cancellation notice period. Without notice of cancellation contracts will automatically renew and the terms at the time of renewal will be accepted by both parties.
   8. Any prices and processes outlined in any formal quote or proposal documents remain valid for three months following the supplier signature date of the document.
   9. Upon acceptance of any given proposal or quote, or phase, any deposit(s) outlined in the document must be paid before work will commence. Where a proposal or quote is divided into several stages each stage must be agreed, with any deposit(s) paid before work can commence.
   10. Acceptance of a phase does not commit either party to the other outlined phases but where a phase has dependencies these must also be signed as accepted by both parties before work commences. Each phase of development will take into account future phases to make future project progressions as easy as possible.
   11. The supplier will not be responsible for any business costs, or losses, in whatever form these are deemed to take, incurred by the customer due to any actions, or in actions, undertaken either intentionally, or not, by the supplier or any of its representitives, or suppliers.
   12. Any, and all, imagery and content on a website is the sole responsibility of the site owner and must be supplied by the customer with them taking full responsibility for any licensing and copyrights. The supplier can purchase images on behalf of the customer and any costs will be invoiced with the license then transferring to the customer upon final settlement of payment.
   13. The supplier reserves the right to increase prices for auto-renewing contracted products and services by an average across all products and services of this type of no more than 5%, or the rate of inflation in the UK as at 31 December each year, whichever is higher, and may choose to defer this increase for up to 3 years without prior notice to the customer.
   14. Where a price increases are deferred the supplier reserves the right to increase auto-renewing contracted products and services by an average across all products and services of this type of no more than 15% across a 3 year period, or the sum of the rate of inflation in the UK for the given three year period as at 31 December each year, whichever is higher, without prior notice to the cusomter.
   15. Where auto-renewing contracted products and services will increase, as an average, by more than the amounts outlined above the supplier will give the customer at least 60 days notice before the date of the start of any upcoming automatic renewals and the new pricing is applied to their account.

   16. Invoicing and Payments

       1. All invoices are subject to UK VAT, where applicable, at to the relevant rates at the time of invoice.
       2. Unless otherwise stated all invoices are issued on 28 day terms.
       3. Failure to pay within the specified term may result in the disruption of work and/or services and the debt may be handed to a third part debt collection agency at the discretion of the supplier.

   17. Dispute of Work, Services or Invoices

       1. Any dispute of an invoice, service or work must be raised by the customer immediately with the supplier and no later than 7 days before the due date of any invoiced work for the dispute to be valid.
       2. Disputes will be reviewed by the supplier and where possible an amicable solution will be sought.
       3. Where a dispute is valid and solution cannot be found or if a dispute is deemed to be invalid the total amount of the work or service as stated must be settled but the ongoing work, contract or service will be cancelled.
       4. This dispute procedure does not affect the legal obligations or contract of work and supply as legislated by the laws applicable in the UK.

2. Contracted time and out of contract support and enhancement terms and conditions

   Last Update: 1 July 2025

   1. In addition to the general terms and conditions the following specifically apply to any contracted work undertaken by the supplier (Party A) on behalf of the customer (Party B). When combined Party A and Party B will be referred to as The Parties

   2. Definitions

      1. 'Contracted work' is defined as outsourced tasks to be undertaken by the supplier on behalf of the customer.
      2. 'Specification' is defined as the accurate description of any proposed contracted works to be carried out.
      3. 'Scope' is defined as the exact defined parameters of any proposed contracted works to be carried out.
      4. 'Timescales' are defined as the agreed periods or dates by which any proposed contracted works will to be proposed to be completed and ready for release or hand over to the customer by the supplier. The supplier is responsible for ensuring that any agreed milestones on their part are met, or the timescales will be revisited with alterations made to account for the delay(s).

   3. Agreement and commencement of contracted works

      1. When requesting contracted works to be undertaken by the supplier, the customer will outline the requirements and the supplier will confirm their availability, capacity and expected acceptance of the work subject to the following:
         1. The specification, scope, preferred payment terms and a realistic timeline for completion, with required milestones for all Parties, will be agreed by both Parties. The supplier will then provide a costed quote for the customer to review. The costs must be agreed by the customer prior to the commencement of any works
         2. Contracted work will not commence until the above is all agreed in writing and any subsequent payment terms are met

   4. Payment terms

      1. As part of reaching the agreement above, the customer may be asked to select if they wish to pay in full, up-front for any contracted works and attract a negotiated reduction in proposed costs or pay a non-discounted rate in 3 instalments
      2. If no offer of up-front payment is offered, or sought, the customer will be invoiced on the 3-instalment plan
      3. If paying in full, in advance, an invoice for the full agreed value, with the discount will be raised by the supplier on 7-day terms. Work will not commence until this invoice is paid in full
      4. If paying in instalments, the first invoice will be raised by the supplier when the supplied quote is accepted by the customer for a non-refundable proportion of 35% of the total pre-agreed value of the contracted works. Work will not commence until after this first invoice has been raised
      5. If paying in instalments, the second instalment would be invoiced upon completion of the defined works as outlined in the original task specification. This invoice will be a further non-refundable proportion of 35% of the total pre-agreed value of the contracted works
      6. If paying in instalments, the final invoice for the remaining outstanding balance (the remaining 30% of the total pre-agreed value of the contracted works) will be raised when the defined works are signed off as completed by the customer
      7. The payment or invoicing milestones set out above will be clearly defined as part of the agreed timescales

   5. Variations in the contracted work

      1. Should the specification, scope or timescales for the defined works be altered, changes will need to be agreed by both Parties with alterations to timescales and costs, updated as required. Any invoices already raised for the contracted works will be accounted for and alterations to any remaining balances will be made and agreed by both Parties before work continues
      2. If the customer has decided to pay in full, in advance, the new balance will attract the same discount rate at this stage and will be invoiced accordingly. This must be settled in full before work will continue
      3. If paying in instalments, any adjustments will be made to any future invoices that have not been generated at the time of the alteration
      4. Any alterations or amendments to the original contracted works must be submitted, in writing, and agreed and countersigned by both Parties

   6. Cancellation of any agreed works

      1. Should either Party decide to cancel any agreed works at any point, and for any reason, this can be done at any time by either party serving written notice to the other
      2. Where practically possible, the supplier will supply to the customer any works already completed and invoiced at the time of cancellation and no earlier than the point where all invoices and balances for said work are settled
      3. At the point of cancellation, the supplier will not supply to the customer any works not yet invoiced by the supplier or settled by the customer
      4. Upon cancellation, no further invoices will be automatically raised by the supplier from that point forward for the works that have been cancelled
      5. Should the customer wish to release any work completed by the supplier but not yet invoiced, the customer can request the supplier to invoice any balance required and this work will be released when the invoice is settled
      6. Following cancellation any outstanding balances and invoices already raised will still require settlement by the customer
      7. If the customer has selected to pay in full and the works are cancelled the supplier will calculate the cost of any completed works to date and refund the supplier a proportion of the already paid amount accordingly

   7. Hourly rates

      1. For the avoidance of any doubt, without any prior agreement on costs, or for work which falls outside any prior agreements on costs, the hourly rates outlined on the pricing page on the Sawley Studios website (click here to view) will be charged
      2. Hourly billing has a 1-hour initial charge and is then calculated in 30 minute blocks
      3. Standard working days allow for a maximum of 7.5 hours working time available
      4. Overtime on any task will be charged at a 50% uplift in the usual hourly rate and must be agreed by the supplier and the customer before this is undertaken
      5. Failure to agree overtime for a task will not affect any work done, or due to be done which will be continued at the first available opportunity on the next available working day at the usual hourly rate

3. Domain name terms and conditions

   Last Update: 1 July 2025

   1. In addition to the general terms and conditions the following specifically apply to the supply and management of any domain names
   2. Domain names are billed annually on 1 January for the upcoming year.
   3. Where a domain name is purchased part way through a year this will be invoiced for the full year at the point of purchase and then fall into the annual billing cycle of repeat purchases on 1 January every year
   4. Domain names can be cancelled, in writing, at any time giving no less than 30 days' notice.
   5. Cancelled domains will remain active until their next renewal date which will depend on the original date of request
   6. Following cancellation, any monies paid for the period the cancellation is in will not be refunded and any invoices raised, but not paid, for the period the cancellation is in will still be due.
   7. Failure to pay for a domain within 28 days of invoice will result in termination of the agreement and cancellation of the contract. These fees will still be due and may be handed to a third-party collection agency at the discretion of the supplier.
   8. Where an agreement has ended due to late payment the automatic renewal of the domain will be removed, and the domain may be lost
   9. Following domain termination for any reason and should the domain be required again by the customer, and if this is still possible to retrieve because the domain has not yet expired and been removed from the supplier systems, there may be an additional setup and installations fees should the domain require re-activation once any invoices have been settled.

4. Website and server hosting terms and conditions

   Last Update: 1 July 2025

   1. In addition to the general terms and conditions the following specifically apply to any website and/or general hosting services.
   2. Hosting agreements run for periods of six months starting on 1 January and 1 July each year and will automatically renew until written cancellation is requested in-line with the cancellation requirements of these terms.
   3. Hosting will be invoiced periodically in January and July for the full upcoming specified period.
   4. Where hosting is purchased part way through a period this will be part-invoiced on a monthly basis to bring the billing cycle in-line with the 6 month billing cycles outlined above
   5. Hosting and support agreements can be cancelled, in writing, at any time giving no less than 30 days' notice.
   6. Cancellation can be requested to take immediate effect or for services to be stopped at any time convenient to the customer and the supplier up to the final date of the current agreement period
   7. Following cancellation, any monies paid for the period the cancellation is in will not be refunded and any invoices raised, but not paid, for the period the cancellation is in will still be due.
   8. Failure to pay for hosting or support within 28 days of invoice will result in termination of the agreement and cancellation of the contract. These fees will still be due and may be handed to a third-party collection agency at the discretion of the supplier.
   9. Where an agreement has ended due to late payment or breach of these terms by the customer and should the service be required again by the customer there may be additional setup and installation fees should the service require re-activation once any outstanding invoices have been settled.
   10. Servers and hosting packages come with a service uptime guarantee of 99.5% of available access per month (excluding scheduled maintenance, advance notice of which will be given wherever possible).
   11. The supplier is not responsible for outages outside of our control which may block or hinder access to your site, including the following: (1) Network conditions across the internet (outside of the hosting network), such as between your ISP and the data centre; (2) DDoS or other attacks on the servers; (3) problems with your ISP's network Browser or DNS caching issues; (4) interruptions caused from custom coding, scripting or the installation of 3rd party applications; (5) causes and events beyond our control that are not reasonably foreseeable; (6) outages caused by you as a result of illegal activity, or activity for which the system was not designed.
   12. Should your server or hosting package become unavailable in a particular month (as determined and confirmed by the supplier and outside the allowed 0.5% down time) we will provide a service credit of 5% of the paid fee for the month, for every hour that your service is unavailable, up to a maximum of the full amount paid per month for the service (excluding any additional paid services). The period of the outage will be measured from the time you report the problem to our confirmation of restoration of service.
   13. Outages caused by third party software installations or other modifications to the default server operating system as deployed do not fall within the terms of this 99.5% uptime guarantee.
   14. The supplier will not be responsible for any business costs, or losses, in whatever form these are deemed to take, incurred by the customer due to the unavailability of the service.

5. SSL certificate terms and conditions

   Last Update: 1 July 2025

   1. In addition to the general terms and conditions the following specifically apply to the supply of any SSL certificates.
   2. SSL Certificates run for 12 months but are billed alongside hosting agreements invoiced periodically in January and July for the full upcoming specified period.
   3. SSL Certificates can be cancelled, in writing, at any time giving no less than 30 days' notice.
   4. SSL Certificates will be removed immediately on the last day of the notice period, or sooner if requested and agreed
   5. Following SSL cancellation, any monies paid for the period the cancellation is in will not be refunded and any invoices raised, but not paid, for the period the cancellation is in will still be due.
   6. Failure to pay for SSL Certificates within 28 days of invoice will result in termination of the agreement and cancellation of the contract. These fees will still be due and may be handed to a third party collection agency at the discretion of the supplier.
   7. Where an SSL certificate is cancelled for any reason and there are remaining months not paid as part of the 12 month agreement this costs will be invoiced as a final balance at the time of the cancellation.

6. Email hosting terms and conditions

   Last Update: 1 July 2025

   1. In addition to the general terms and conditions the following specifically apply to the supply of any email hosting.
   2. Email accounts are setup with a minimum twelve-month initial term.
   3. After this initial twelve month minimum period email agreements will automatically renew for periods of six months starting on 1 January and 1 July every year unless cancelled in-line with the cancellation terms outlined in these terms.
   4. Emails will be invoiced periodically in January and July for the full upcoming specified period.
   5. Where email hosting is purchased part way through a period this will be part-invoiced on a monthly basis to bring the billing cycle in-line with the 6 monthly process outlined above
   6. Email agreements can be cancelled, in writing, at any time giving no less than 30 days' notice.
   7. Cancellation can be requested to take immediate effect or for services to be stopped at any time convenient to the customer and the supplier up to the final date of the current agreement period
   8. Following cancellation, any monies paid for the period the cancellation is in will not be refunded and any invoices raised, but not paid, for the period the cancellation is in will still be due.
   9. Failure to pay for hosting or support within 28 days of invoice will result in termination of the agreement and cancellation of the contract. These fees will still be due and may be handed to a third party collection agency at the discretion of the supplier.
   10. Where an agreement has ended due to late payment or breach of these terms by the customer and should the service be required again by the customer there may be additional setup and installation fees should the service require re-activation once any outstanding invoices have been settled.
   11. Where an email agreement is cancelled for any reason any remaining months not paid for on the current period, especially given the minimum twelve month term, will be invoiced as a final balance at the time of the cancellation.
   12. Email accounts come with a service uptime guarantee of 99.5% of available access per month (excluding scheduled maintenance, advance notice of which will be given wherever possible).
   13. The supplier is not responsible for outages outside of our control which may block or hinder access to your emails, including the following: (1) Network conditions across the internet (outside of the hosting), such as between your ISP and the data centre; (2) DDoS or other attacks on the servers; (3) problems with your ISP's network Browser, DNS caching issues or local email programs; (4) interruptions caused from custom coding, scripting or the installation of 3rd party applications; (5) causes and events beyond our control that are not reasonably foreseeable; (6) outages caused by you as a result of illegal activity, or activity for which the system was not designed.
   14. Should your email become unavailable in a particular month (as determined and confirmed by the supplier and outside the allowed 0.5% down time) we will provide a service credit of 5% of the paid fee for the month, for every hour that your service is unavailable, up to a maximum of the full amount paid per month for the service (excluding any additional paid services). The period of the outage will be measured from the time you report the problem to our confirmation of restoration of service.
   15. Outages caused by third party software installations or other modifications to the default server systems as deployed do not fall within the terms of this 99.5% uptime guarantee.
   16. The supplier will not be responsible for any business costs, or losses, in whatever form these are deemed to take, incurred by the customer due to the unavailability of the service.

7. Support and enhancement package terms and conditions

   Last Update: 1 July 2025

   1. In addition to the general terms and conditions the following specifically apply to the support and enhancement packages.
   2. Support and enhancement packages include 1 hour (qBasic) and 2 hour (qPro) support and updates during office hours per 12 month period.
   3. Any unused time in any given period not rolled over.
   4. qBasic Support packages attract a 5% discount on any extra work required above and beyond the included time.
   5. qPro Support packages attract a 10% discount on any extra work required above and beyond the included time.
   6. Both qBasic and qPro packages include discounts to any SSL certificates, priority support on issues, an option to be placed on the more dedicated and powerful hosting environment and all core server and software updates, excluding custom or third part code, where this won't impact the site.
   7. Support and enhancement packages renew automatically for periods of six months starting on 1 January and 1 July each year unless cancelled in-line with the terms agreed.
   8. Support and enhancement packages will be invoiced periodically in January and July for the full upcoming specified period.
   9. Where support and enhancement packages are purchased part way through a period this will be part-invoiced on a monthly basis to bring the billing cycle in-line with the 6 monthly process outlined above
   10. Support and enhancement packages can be cancelled, in writing, at any time giving no less than 30 days' notice.
   11. Cancellation can be requested to take immediate effect or for services to be stopped at any time convenient to the customer and the supplier up to the final date of the current agreement period
   12. Following cancellation, any monies paid for the period the cancellation is in will not be refunded and any invoices raised, but not paid, for the period the cancellation is in will still be due.
   13. Failure to pay for support and enhancement packages within 28 days of invoice will result in termination of the agreement and cancellation of the contract. These fees will still be due and may be handed to a third party collection agency at the discretion of the supplier.
   14. Where an agreement has ended due to late payment and should this be required again by the customer there may be an additional setup and installations fees should the service require re-activation once any outstanding invoices have been settled.

8. Refer a contact for an Amazon Gift Voucher (£15 or £30) promotion terms and conditions

   Last Update: 11 July 2025

   1. In addition to the general terms and conditions (above) the following specifically apply to the referral promotion offering a £15 or £30 Amazon Gift Card for people referring a contact to use Whitesands Media, Sawley Studios or EXECODE services.
   2. This promotion began on 1 July 2025 and as yet, has no end date.
   3. This promotion is open to individuals aged 18 years or over.
   4. The referrer is the individual completing the details and the referee is the contact (person, or entity) being referred.
   5. To be valid referrals must be made using the online form on the Sawley Studios website (click here to view) and entries must be acknowledged by Whitesands Media Limited, or one of their trading businesses, by way of a return email sent to the referrers submitted email address.
   6. The promotion is only open to UK residents and the referee must also be UK based and contracting work within the UK.
   7. Referrers completing the form must not submit any details for any referee they know will not want their personal data shared.
   8. If contacted, as part of the promotion, the referrer or referee has the right to request their information be removed in accordance with the Privacy Policy of Whitesands Media (click here to view). They will not be contacted again in the future. Where this leaves no way for the referrer to be contact to supply the Amazon Gift Card their entry in this promotion will become null, void and they will be unable to receive any rewards as a result.
   9. Unique referees are defined as referees not already submitted as part of this promotion or referees who are not already in negotiations with Whitesands Media Limited, or their trading businesses, about contracting work, or a desire to contract work, at the time the referral was made.
   10. The referral form can be completed multiple times by the same referrer for multiple referees, but only referrals for unique referees will be eligible for this promotion.
   11. There is no limit on the number of unique referees any one referrer can refer in an attempt to earn multiple Amazon Gift Cards.
   12. Only one promotional Amazon Gift Card will be issued per referee, regardless of the number of referrals.
   13. Where a referee is referred multiple times by multiple, or the same, referrers and when their referral becomes eligible for the promotion only the first valid referral (where the referee is unique) will be eligible for the promotional Amazon Gift Card.
   14. To be eligible for an Amazon Gift Card the referee must contract work to a value of at least £500 (before VAT), from any company within the Whitesands Media Limited trading group, within 6 months of the initial referral being validated.
   15. Where contracted work within the initial 6 month period is between the value of £500 and up £999.99 (before VAT) a £15 Amazon Gift Card will be sent to the first validated referrer of that referee.
   16. Where contracted work within the initial 6 month period is over the value of £1,000 (before VAT) a £30 Amazon Gift Card will be sent to the first validated referrer of that referee.
   17. Any work contracted beyond 6 months of the initial referral being validated is not counted in this promotion.
   18. Referrals become invalid 6 months after the initial referral being validated, no claims can be made after this date for that referral as part of this promotion and the referral will not be eligible for the reward.
   19. When a referral becomes eligible for an Amazon Gift Card, the referrer will first be contacted to ensure the correct email address has been supplied and the Amazon Gift Card will be supplied to the same email address within 28 days of acknowledgement.
   20. The Amazon Gift Card is non-transferable and no cash or monetary equivalent will be offered as an alternative.
   21. Whitesands Media Limited is not responsible for lost, stolen, or unused vouchers once issued.
   22. Whitesands Media Limited reserves the right to amend, suspend, or withdraw this promotion at any time without prior notice.
   23. Any referrals received after the withdrawal date will not be eligible for the reward.
   24. Any attempt to manipulate or abuse the referral process may result in disqualification from this and future promotions.
   25. Whitesands Media Limited reserves the right to withhold rewards where it reasonably suspects fraudulent activity or breach of these terms.
   26. Whitesands Media Limited’s decision regarding any aspect of the promotion is final and binding.