Clear before the work. Useful if plans change.

The proposal defines what Ernest will deliver and any client dependencies. Dates are good-faith estimates unless the proposal expressly makes a date binding. Both sides will communicate promptly about a material delay.

The client reviews staged work and gives clear, consolidated feedback. Sign-off means the agreed deliverables have been accepted, subject to defects that were not reasonably visible during review and rights that cannot be excluded.

Either side may end an agreement for a serious breach that is not corrected within 14 days after written notice. Ernest may suspend work sooner where continuing would be unlawful, unsafe, abusive or dependent on an overdue undisputed payment.

A client may also cancel for convenience by email. The final account covers work completed and committed, non-cancellable external costs. Any unused client payment is returned. Usable paid work is supplied after outstanding amounts are settled.

Optional care may be cancelled by email. The current proposal or invoice determines the paid service end date and any final scheduled work. Cancellation does not remove the client’s ownership or access.

External services include hosting, domains, payment processors, marketplaces, plugins, fonts, email providers, CRMs, APIs and AI models. Their supplier controls its own terms, pricing, availability and data handling.

Known paid services are identified before commitment and are normally held in the client’s own account. Ernest does not add a percentage to transactions or mark up metered AI usage. The client remains responsible for approved provider charges and keeping those accounts active.

If a provider changes or removes a service after delivery, adapting the website is new work unless ongoing coverage was expressly included.

Each side will use the other’s confidential information only to discuss, deliver, receive or enforce the work, and will protect it with reasonable care. Disclosure is allowed where law requires it or to a necessary professional adviser or service provider under an appropriate duty.

The client authorises the access reasonably needed for the project and should remove obsolete access after handover. Personal information sent through this website is handled under the Privacy notice. A project that requires Ernest to process personal data for the client may need a separate data-processing schedule.

Read the website Privacy notice

For a business contract, neither side is liable for indirect or consequential loss. Ernest is not liable for lost profit, revenue, opportunity or anticipated saving, or for a failure caused by the client, an external supplier or use contrary to written guidance.

Subject to liabilities that cannot lawfully be limited, Ernest’s total liability arising from a project is limited to the fees paid for that project. For ongoing care, it is limited to the fees paid for that service in the preceding 12 months.

Nothing excludes liability for fraud, fraudulent misrepresentation, or death or personal injury caused by negligence, and nothing limits a right or liability where the law does not allow it.

Neither side is responsible for delay caused by an event reasonably outside its control, provided it communicates the effect and takes reasonable steps to reduce it. If the interruption continues for more than 30 days, either side may end the affected work and settle what has already been delivered or committed.

Raise a concern by email with the project, the expected outcome and the requested remedy. Both sides will first try to resolve it directly and may agree to mediation before court proceedings.

The agreement is governed by the law of England and Wales and the courts there have jurisdiction, except where mandatory consumer law says otherwise.

Neither side may transfer the agreement without the other’s written consent, except as part of a genuine transfer of its business. A delayed enforcement is not a waiver. If one clause is unenforceable, the remaining clauses continue.

The proposal and these incorporated terms contain the agreement about the project and replace earlier discussions about the same scope. A project change must be agreed in writing. A later website update to these terms does not silently rewrite an agreement already in force.