Terms & conditions
By using the New Lotus Web Limited – Digital Marketing, Copywriting, Coaching, Mentoring & Consultancy Services, you agree to be bound by the following terms and conditions.
New Lotus Web Limited reserves the right to change the Terms and Conditions at any time without notice, and your continued use New Lotus Web Limited constitutes your consent to such changes.
Scope of Service
New Lotus Web Limited will provide an ongoing set of digital marketing services, including website design, copy and editorial development, search engine optimization, website updates as described on the signup page for each specific service and development of high value digital and marketing content, topics and issues related to personal development, astrology, wellness, hypnosis.
New Lotus Web Limited shall provide only those professional services and/or products specified in the Agreement (the “Work”). Client understands and agrees that, unless listed in the Agreement, New Lotus Web Limited is not responsible for any other work or scope of supply or any disclosure, notifications or reports that may be required to be made to third parties, including appropriate governmental authorities.
New Lotus Web Limited agrees to perform any services that are in addition to or outside the scope of Work identified in the Agreement, Client shall promptly pay New Lotus Web Limited for such services in accordance with the terms and rates shown in the Agreement or, if no such terms or rates are shown in the Agreement, in accordance with New Lotus Web Limited’s Terms and Conditions and rates for the services performed.
Limitations of Scope
New Lotus Web Limited will not be responsible for work that is beyond the scope of services set forth in the subscription plan in effect at the time client initiates the service. Any changes to the scope of services will not be effective unless approved by both parties.
New Lotus Web Limited will provide certain tools, methods and resources to Client that are intended to help Client grow. However, Client is fully and exclusively responsible for its own performance and Client satisfaction. In addition, Client has full and exclusive responsibility for understanding and ensuring compliance with any regulatory, legal or contractual obligations including without limitation, data held by Client, information provided by Client to Clients and/or other third parties and any safeguarding and security measures that may be required.
New Lotus Web Limited may participate in implementing needed systems services and functions, but Client is solely responsible for the final outcomes, actions taken and results produced.
- Client represents and warrants to New Lotus Web Limited that:
- It owns, or has acquired the express written authority to use all of the content Client gives to, New Lotus Web Limited (“Client Content”);
- Client Content does not contain any obscene, threatening, harassing, vulgar, defamatory, libellous, infringing or unlawful content;
- Client Content does not infringe upon nor violate the rights of any third party, including copyrights and trademarks;
- There are no claims against Client regarding Client Content; and
- Client will at all times ensure that it is in compliance with the terms and conditions of any licensing contracts between Client and a third party.
Delays and Complaints
- In the event that the Client proves that the Services are delayed or not in accordance with the Contract New Lotus Web Limited shall be obliged to remedy or redeliver, at its own discretion, without undue delay. In the event that the Services continue to be not in accordance with the Contract after reasonable attempts have been made to remedy this, the Client shall be entitled to cancel the Order provided that the breach is material.
- Complaints concerning delays or breach of Contract shall be submitted immediately after the time when the Client became or should have become aware of the matter. If the Client fails to bring the defect (unless by its very nature it is impossible to ascertain within such a period) to the attention of New Lotus Web Limited within 48 hours, the Client shall be deemed to have accepted the Services and shall not be entitled to assert remedies based on delays or breach of Contract.
- The Client hereby acknowledges that certain Services rely upon goods and/or services being provided by third parties (‘Third Party Services’). The Client acknowledges that the Third Party Services will be governed by that third parties’ terms and conditions and that New Lotus Web Limited cannot provide any warranties in respect of the Third Party’s Services and will not be liable to the Client for any delays and/or failings in respect of the same. Providers of Third Party Services may provide their own warranties to the Client and the Client must satisfy itself whether or not such warranties (where given) are acceptable for the Client’s business purposes or risk management policies.
- New Lotus Web Limited’s only responsibility in respect of the Third Party Services is to take reasonable care and skill when selecting the providers of the same.
- The Client’s exclusive remedies for late delivery or Services not conforming with the Contract are as specified and, if the remedies set out in these Terms have been exhausted, the Client’s final remedy is limited to cancellation of the Contract and New Lotus Web Limited’s sole liability is to refund any payments for Services not conforming with the Contract, subject to the limitations set out in clause below.
Except as expressly stated in this Clause, New Lotus Web Limited shall have no liability to the Client for any loss or damage whatsoever arising from or in connection with the provision of the Services or for any claim made against the Client by any third party.
Without prejudice to the generality of Clause above, New Lotus Web Limited shall have no liability for any losses or damages which may be suffered by the Client whether the same are suffered directly or indirectly or are immediate or consequential which fall into the following categories:
- Any indirect or consequential loss arising under or in relation to the Contract even though New Lotus Web Limited was aware of the circumstances in which such loss could arise
- Loss of profits; loss of anticipated savings; loss of business opportunity or goodwill
- Loss of data
- Fraudulent clicks on any of the Client’s accounts managed by New Lotus Web Limited.
To the extent such liability is not excluded by sub-clauses below, the New Lotus Web Limited’s total liability (whether in contract, tort (including negligence or otherwise)) under or in connection with the Contract or based on any claim for indemnity or contribution (including for damage to tangible property) or otherwise will not in any event exceed the total sum invoiced for the Services.
Other Limitations of Liability
New Lotus Web Limited shall not be liable for downtimes, interference in the form of hacking, virus, disruptions, interruptions, faulty third-party software, search engines or websites on which a service is dependent or other deliveries from a third party. New Lotus Web Limited shall use its reasonable efforts to assist in remedial efforts if so requested by the Client. Any work connected with remedial efforts as described above shall be charged to the Client separately in accordance with these Terms or (at New Lotus Web Limited’s discretion) the New Lotus Web Limited’s price list applicable from time to time.
New Lotus Web Limited shall not be liable for any changes made without notice by the Client or a third party employed by the Client to domain names, websites, links, technical setup etc. and affecting the Services delivered by New Lotus Web Limited. Preceding or subsequent work connected with any adjustments required as a result of such changes shall be charged to the Client in accordance with these Terms or on the basis of New Lotus Web Limited ’s price list applicable from time to time at New Lotus Web Limited ’s discretion.
New Lotus Web Limited shall use all reasonable endeavours to deliver Services relating to search engine optimisation, links, advertisements, banners, pay per click and google analytics in accordance with the guidelines applicable to the relevant search engines. However, New Lotus Web Limited shall not be liable for delayed or non-conforming performance due to changes made to standard terms, assessment algorithms, search criteria, viewing policy, prices and campaign offers or other matters beyond the New Lotus Web Limited’s control and reserves the right to make changes to Services as a result of the same. In addition, New Lotus Web Limited shall not be liable for other changes or discontinuation of search engines.
New Lotus Web Limited shall not be liable for Services relating to search engine optimisation, link building, advertisements, banners or sponsorships leading to a minimum number of views, position or frequency in searches on relevant words or otherwise. In addition, New Lotus Web Limited shall not be liable for ensuring that such Services lead to a certain volume of traffic, number of clicks, registrations, purchases or the like.
New Lotus Web Limited shall not be responsible for URLs dropped or excluded by a search engine for any reason.
If the Client does not implement some or all of New Lotus Web Limited’s recommendations, New Lotus Web Limited shall not bear any liability for any lack of success experienced by the Client relating to the Services.
Client’s Ownership and New Lotus Web Limited’s Ownership
Once payment is received, New Lotus Web Limited grants all rights to content produced for Client exclusively to Client, excluding third party components. Notwithstanding the foregoing, New Lotus Web Limited retains the right to display graphics and other Web content elements as examples of New Lotus Web Limited ’s work. New Lotus Web Limited shall own, and retain all intellectual property rights in all pre-existing material, information, know-how and data created.
All content produced by New Lotus Web Limited within the scope of Services including software and web code, contents, graphics and design, or material developed or licensed by New Lotus Web Limited for Client as part of the Services is copyrighted by New Lotus Web Limited and remains the exclusive property of New Lotus Web Limited. Upon termination of this Agreement copyrights shall remain with New Lotus Web Limited. After twelve months of service and full payment if Client chooses to cancel this agreement per the conditions, all New Lotus Web Limited copyrighted content, EXCEPT software, web code, WordPress themes and plug-ins, PSD files and other files or code used to create the Client website and newsletter can be used indefinitely by Client for their company website, newsletter and other marketing collateral. This use will be restricted to the Client company use only and Client does not have any rights to resell, license or otherwise allow 3rd parties use of the content.
In the event New Lotus Web Limited ceases business operations and providing the services described in this agreement all New Lotus Web Limited copyrighted content, EXCEPT software, web code, WordPress themes and plug-ins, PSD files and other files or code used to create the Client website and newsletter can be used indefinitely by Client for their company website, newsletter and other marketing collateral. This use will be restricted to the Client company use only and Client does not have any rights to resell, license or otherwise allow 3rd parties use of the content.
Customer hereby acknowledges and agrees that New Lotus Web Limited shall have the right to use the name of Client, including the Client Web Site, for reference as a customer of service New Lotus Web Limited for referral and marketing purposes.
Access to Site and Information
Client will provide for right of entry and access to all relevant sites, equipment and other information in its control or possession as is necessary for New Lotus Web Limited to timely and fully complete the Work. New Lotus Web Limited is not responsible for the quality or accuracy of data or information, nor for the methods from which the data was developed, where such information or data is provided by or through Client or others that are not agents or New Lotus Web Limited.
New Lotus Web Limited has no obligation to investigate facts or conditions not disclosed to it by Client.
Client’s failure to pay on time constitutes a material breach of contract by Client permitting New Lotus Web Limited to suspend its performance hereunder; additionally, New Lotus Web Limited shall have all other remedies permitted to New Lotus Web Limited by law, equity and these terms.
New Lotus Web Limited reserves the right to apply interest charges at 12% APR on any past-due invoice. If Client has provided New Lotus Web Limited with a credit card authorization, New Lotus Web Limited shall be entitled to charge the invoice amount and interest against such card. Client will be responsible for all collections costs, including reasonable attorney’s fees, incurred by New Lotus Web Limited as a result of any collection process or proceeding.
Notice and Notice of Cancellation
New Lotus Web Limited or Client may cancel this Agreement in advance by delivering written Notice of Cancellation to the other party at the address provided at least thirty (30) days prior to the requested cancellation date. Any notice (“Notice”) shall be deemed sufficient if addressed in writing and mailed to the party’s address listed in the Agreement or emailed to an authorized representative, provided such notice confirms the date of receipt.
Except for reasons of non-performance by either party, this Agreement shall remain in effect until formally terminated in writing by either party. New Lotus Web Limited will start subscription billing to Client beginning the date (“Renewal Date”) client agrees to these terms of services and it shall automatically renew for subsequent one (1) month period until it is formally terminated in writing or email. Termination of this Agreement requires written or email notice delivered thirty (30) days prior to the desired date of termination. A repeated failure to make payment by date due during any period gives New Lotus Web Limited the option for immediate termination. Upon the expiration or termination of this Agreement for non-payment or non-performance by client, (i) all licenses granted by New Lotus Web Limited to Client hereunder shall automatically terminate and Client shall immediately cease its use of the licensed content and other provided marketing collateral, and (ii) Client’s right to the Services afforded to New Lotus Web Limited ‘s Clients shall automatically terminate.
Payment for Services
Client will pay monthly fees to New Lotus Web Limited for a subscription to Services as described in New Lotus Web Limited plan in effect at the time of this agreement and for the license to use the New Lotus Web Limited web services, software and licensed content in conjunction with these services.
Payment will be made by automatic credit card transactions. Invoices will include monthly subscription fees and any additional fees for elective or other additional Services that have been purchased by the Client. Invoices will be issued and automatic transactions processed on the Renewal Date.
New Lotus Web Limited shall provide its services and meet its obligations under this Agreement in a timely and professional manner, using knowledge and skills consistent with generally acceptable standards in New Lotus Web Limited ’s industry, and will provide a standard of care based on commercially reasonable efforts. The services and all products provided as part of the services are provided “as is” and New Lotus Web Limited disclaims, and client waives, any warranties, express or implied, as to the merchantability, fitness for a particular use or purpose, title, non-infringement or any other warranty, condition, guaranty or representation related to the services. New Lotus Web Limited does not warrant that the software or any products or services provided hereunder will be uninterrupted or error-free. Under no circumstances, including negligence, shall New Lotus Web Limited be liable for any direct, incidental, special or consequential damages or otherwise, including any damages that result from the use of or inability to use the Website. New Lotus Web Limited shall not be responsible for any damages whatsoever that result from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation or transmission, or any failure of performance.
EXCEPT AS EXPRESSLY SET FORTH HEREIN,’S SERVICES ARE PROV New Lotus Web Limited are provided “AS IS.” New Lotus Web Limited EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. New Lotus Web Limited DOES NOT WARRANT THAT THE SERVICES WILL MEET CLIENT’S SPECIFIC REQUIREMENTS OR THAT THE SERVICES WILL BE COMPLETELY ERROR-FREE, COMPLETELY SECURE OR UNINTERRUPTED. New Lotus Web Limited SHALL NOT BE LIABLE TO CLIENT OR ANY THIRD PARTY FOR ANY UNAVAILABILITY OR INOPERABILITY OF TELECOMMUNICATIONS SYSTEMS, THE INTERNET, SEARCH ENGINES, SOCIAL MEDIA SITES, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMTION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND BEYOND THE REASONABLE CONTROL OF New Lotus Web Limited. CLIENT ASSUMES ALL RISKS RELATED TO PROCESSING OF TRANSACTIONS RELATED TO ELECTRONIC COMMERCE. Client’s sole remedy for a breach of the foregoing warranty is to require New Lotus Web Limited, to correct or replace, at New Lotus Web Limited´s election, the affected service if Client gives Notice to New Lotus Web Limited of such breach within 3 months from the date the affected services were provided.
Limitations of Liability
Except to the extent finally determined to have resulted from the gross negligence or intentional misconduct of New Lotus Web Limited, New Lotus Web Limited’s liability to pay damages for any losses incurred by client as a result of breach of contract, negligence or another tort committed by New Lotus Web Limited regardless of the theory of liability asserted, is limited to no more than the total amount of the most recent three (3) months of base fees paid under this agreement.
In any case, New Lotus Web Limited and its licensors will not be liable for lost profits or any consequential, indirect, punitive, exemplary or special damages. In addition, New Lotus Web Limited shall have no liability to client arising from or relating to any third party hardware, software, information or materials. New Lotus Web Limited is also not liable for direct or indirect damages created by viruses, hackers or other malicious or accidental destruction of systems or data, though New Lotus Web Limited will attempt to prevent or minimize exposure to such risks.
LIMITATION OF LIABILITY
EXCEPT WITH RESPECT TO EACH PARTY’S INDEMNITY OBLIGATIONS HEREUNDER, BREACH OF A PARTY’S CONFIDENTIALITY OBLIGATIONS AND/OR THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF A PARTY, IN NO EVENT WILL New Lotus Web Limited, IT’S OWNERS, OFFICERS, OR EMPLOYEES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF USE, DATA, BUSINESS OR PROFITS OR COSTS OF COVER) ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, OR PROFESSIONAL ERRORS OR OMISSIONS, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON AGREEMENT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, AND WHETHER OR NOT CLIENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. New Lotus Web Limited, IT’S OWNERS, OFFICERS, OR EMPLOYEES’ CUMULATIVE LIABILITY TO CLIENT, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO New Lotus Web Limited BY CLIENT PURSUANT TO THE PREVIOUS THREE MONTHS OF THE AGREEMENT. New Lotus Web Limited SHALL NOT BE LIABLE TO CLIENT OR CLIENT’S REPRESENTATIVES FOR ANY HARM RESULTING FROM ANY USE OF CONFIDENTIAL INFORMATION.
Subject to the provisions hereof, Client shall indemnify, defend and hold harmless from and against any and all amounts payable under any judgment, verdict, court order or settlement for third party claims brought against New Lotus Web Limited and its licensors arising from products or services related to this Agreement. Conversely, New Lotus Web Limited shall indemnify, defend and hold harmless from and against any and all amounts payable under any judgment, verdict, court order or settlement for third party claims brought against Client arising from the gross negligence or intentional misconduct of New Lotus Web Limited.
Client agrees to defend, indemnify and hold harmless New Lotus Web Limited from and against any and all claims, liabilities, suits, actions, proceedings, demands, damages, losses, costs, and expenses, including reasonable attorney’s fees, based upon a third party claim arising, directly or indirectly, out of the Client Content.
How Disputes will be Resolved/Legal Issues
New Lotus Web Limited’s home is in Gibraltar. Therefore, the formation, construction, performance and enforcement of the Agreement shall be in accordance with the laws of Gibraltar without regard to its conflict of law provisions.
Client also consents to in personam jurisdiction (personal jurisdiction) and agrees that service by registered mail, return receipt requested, is sufficient. If New Lotus Web Limited prevails in any dispute arising out of this Agreement, New Lotus Web Limited will be entitled to reimbursement for its expenses and costs (including attorneys’ fees), regardless of whether any legal action is filed. Any action or proceeding arising out of this Agreement must be instituted within One (1) year after such cause of action has accrued. Client acknowledges that if the remedy at law for any breach, or threatened breach, of this Agreement is by its nature inadequate to compensate New Lotus Web Limited for the damages that are certain to result then New Lotus Web Limited may seek temporary and/or permanent injunctive relief (an official order to stop!), and any other available equitable relief and/or damages, without any requirement to obtain a bond or prove monetary damages.
Neither party shall be liable for any default or delay in the performance of its obligations under this Agreement to the extent such default or delay is caused, directly or indirectly, by reason of fire, earthquake, labor dispute (other than labor disputes of such party or its independent contractors and its employees), act of God, acts of terrorism, or any local, state, federal, national or international law, governmental order or regulation or any other event beyond a party’s reasonable control.
Each provision of the Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision is held invalid or unenforceable, the remainder of the Agreement shall remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid or enforceable provision. Indemnification, Client’s Ownership and New Lotus Web Limited’s Ownership and shall survive termination or cancellation of the Agreement.
For questions regarding our Standard Terms and Conditions, please email us at contact at email@example.com
You agree that these Terms and Conditions shall be treated as though they were executed and performed in Gibraltar and shall be governed by and construed in accordance with the laws of Gibraltar (without regard to conflict of law principles). All legal proceedings arising out of or in connection with these Terms and Conditions or any other agreement related to the use of New Lotus Web Limited services shall be brought solely in Gibraltar. New Lotus Web Limited, 3.3 Irish Place, GX11 1AA - Gibraltar.