All work undertaken by Verto is subject to our standard terms and conditions outlined below.
No work will be carried out before an official sign off, email approval or purchase order is received from the client.
This project includes only those items listed on the attached quotation.
Items not covered by the attached quotation may, at our discretion, incur additional charges.
For monthly contracts, these will be invoiced each month in advance, at the agreed rate. Should you wish to cancel your monthly contract, Verto will require a minimum of two months advance notice.
The project is not scheduled to last longer than the agreed turnaround time. Factors that increase or decrease the production schedule (for example, late content, amending proofed content, additional items added) may incur additional charges as applicable.
It is important that you have checked the artwork thoroughly and you are happy with the design, architecture and navigation aspects of the website. Once we have approval, any subsequent amendments or alterations to the design, general structure, navigation or functionality of the website, may, at our discretion, incur additional charges.
You will be advised if and when this is applicable and will be required to sign an additional quotation before we go ahead with the work in question.
Late delivery of any content will directly impact the agreed time frame.
25% of the project fee will be payable to Verto upon instruction to commence work. Upon completion of 80% of the project, 80% of the total fee minus the original commencement fee will be payable to Verto.
Completion percentages and final completion of the project will be indicated at our discretion, in accordance with the agreed quotation. Verto reserves the right to invoice up to 50% of the project value during the design stage and 95% during the development stage.
For projects that are development complete and seeking approval to launch we reserve the right to issue our final invoice for the project at that point.
In the event of the project being suspended or otherwise put on hold by either Verto or the client, payment for all work carried out to that point will be due immediately. Late payments will incur a 1% interest charge, charged every month that the payment is overdue, until full payment has been made.
Should any artwork be completed but remain in an unprinted format it will not be released to the client or any 3rd party supplier until the balance of the customer's account is cleared.
Printed materials remain the property of Verto until the customer has paid for the material in full. If a customer account remains unpaid after 14 days Verto retain the right to hold all material until the balance is cleared.
The liability for the payment of any sums owed to third-party suppliers, including printers, rests with the customer. In the event that Verto has agreed to pay any third-party supplier on behalf of the customer, no third-party supplier will be paid until Verto is put in funds to do so by the customer.
No printed material shall be released to the customer until all third-party suppliers have been paid.
As the data controller, you are responsible for ensuring the use of your person-identifiable customer data is used in accordance with all current and future (e.g. GDPR) regulations. It falls under your responsibility to ensure all users are opted-in to receive communications under data protection law.
As a data processor, Verto will perform its obligations to ensure the data is kept secure and is not provided to third parties. In entering into an agreement with Verto you are accepting full responsibility for the use of your data.
Nothing in this agreement shall limit or exclude our liability for:
(a) death or personal injury caused by its negligence;
(b) fraud or fraudulent misrepresentation; or
(c) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by applicable law.
Subject to the above clause, Verto shall not be liable to the Client, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the agreement for:
(a) loss of profits;
(b) loss of sales or business;
(c) loss of agreements or contracts;
(d) loss of anticipated savings;
(e) loss of use or corruption of software, data or information;
(f) loss of damage to goodwill; and
(g) any indirect or consequential loss.
If Verto's performance of its obligations under this agreement is prevented or delayed by any act or omission of the Client, its agents, subcontractors, consultants or employees, including but not limited to the late supply of Client Materials, then, without prejudice to any other right or remedy it may have, Verto shall be allowed an extension of time to perform its obligations equal to the delay caused by the Client and shall not be liable for any costs, charges or other losses sustained or incurred by the Client arising directly or indirectly from such prevention or delay.
Some third-party integrations/services utilised by your website may be provided as part of Verto’s web hosting offering, and therefore these integrations/services may only be functional when your website is hosted with Verto.
The Client:
(a) warrants that the receipt and use of the Client Materials in the performance of this agreement by Verto, its agents, subcontractors or consultants shall not infringe the rights, including any Intellectual Property Rights, of any third-party; and
(b) shall keep the Verto indemnified in full against all costs, expenses, damages and losses, including any interest, fines, legal and other professional fees and expenses awarded against or incurred or paid by Verto as a result of or in connection with any claim brought against us, our agents, subcontractors or consultants for actual or alleged infringement of a third-party’s Intellectual Property Rights arising out of, or in connection with, the receipt or use in the performance of this agreement of the Customer Materials.
The Client shall not under any circumstances solicit or seek to solicit any employee or any other third-party to terminate or alter any contractual relationship between them and Verto.
Verto AI Terms for CMS
Our Content Management System (CMS) incorporates AI technologies to assist users in website content creation, including features for generating text suggestions and image options. When using these features, you're bound by our Terms of Service outlined below.
Verto integrates with third-parties to help deliver it's AI services. The features available to you, and the third-parties we integrate with, are subject to change and/or discontinuation at any time.
1. Data Privacy and Security
Verto and its third-party providers may use anonymised and aggregated data generated by user interactions to improve services and develop new features.
You are responsible for the security and privacy of any data you input into the AI tools.
Do not input any sensitive or confidential information (e.g., personal data, financial information, trade secrets) under any circumstance.
2. Data Sharing
Verto integrates with third-parties to help deliver it's AI services (Google LLC). These third-parties are subject to change at any time.
The data you enter into our AI services is shared with these third-parties in order to deliver the service, for example to generate a response.
3. Intellectual Property
Users retain ownership of the content they create using the AI tools. Verto and its third-party providers do not claim copyright ownership over the output generated by the AI tools
Users are responsible for ensuring that their use of the AI tools does not infringe on the copyrights of others.
Our third-party providers reserve the right to use and improve the AI models based on user interactions.
4. Accountability and Liability
Users are solely responsible for the content they generate using the AI tools and any consequences arising from their use.
Verto accepts no liability for any data leaks, misinformation, repercussions, damages or losses arising from the use or misuse of the AI tools, including but not limited to:
- Errors or inaccuracies in the output generated by the AI tools.
- Any harm or damage caused by the use of the AI tools for prohibited purposes.
- Any loss of data or interruption of service.
Responses generated by AI can contain inaccuracies, including where the AI reassures you of its correctness, known as hallucination. It's your responsibility to proof read all generated content prior to its use. The responsibility to check the output before publishing on your website lies with you, the user.
Verto's AI tools cannot advise you on how to use your Content Management System. Please contact Verto if assistance is needed.
5. Prohibited Uses
Under no circumstances should the AI Tools be used for illegal activities. This would include generating content that directly copies or substantially mimics existing copyrighted works (e.g. books, articles, music, images, code, etc) without proper authorisation.
Nor should the AI Tools be used to circumvent copyright protection mechanisms or create content to maliciously impersonate individuals or spread misinformation.
Unacceptable uses include:
- Data Privacy Violations: Using the tools to collect, process, or store personal data without proper consent or in violation of applicable data privacy laws (e.g. GDPR, CCPA).
- Fraud and Deception: Generating misleading or deceptive content for fraudulent purposes (e.g. fake reviews, phishing scams, etc).
- Hate Speech and Discrimination: Generating content that promotes hate speech, discrimination, violence, harassment, or any form of illegal or harmful content.
- Misinformation and Disinformation: Creating false or misleading information with the intent to deceive or harm.
- Cybersecurity Threats: Using the tools to develop or deploy malware, viruses, or other forms of malicious software.
- Harmful Content: Generating content that is sexually suggestive, violent, or otherwise harmful to individuals or groups of people, or promotes self-harm, suicide, or illegal activities.
6.Suspension & Termination
Verto reserves the right to suspend and/or permanently terminate your access to its AI services and tools at its sole discretion, including but not limited to suspicion that you've breached these Terms of Service.
As Verto integrates with third-parties to deliver it's AI services, our services can be impacted by changes or outages at our third-party providers. No guarantees are made in regards to service uptime.
7. Modifications
Verto reserves the right to modify these terms of use or it's AI services/offerings at any time without prior notice.
Continued use of the AI tools after any modifications constitutes acceptance of the revised terms.