Introduction These Terms and Conditions (Terms) govern your use of the helloamanuel.com website (Site) and the provision of services by Hello Amanuel (we, us, our). By accessing the Site or commissioning any services, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity.
Definitions
Services: The professional services we provide, which may include website design and development, technical SEO, paid advertising management, managed IT support, consulting, and related deliverables.
Deliverables: Any work product created by us in the course of providing the Services (e.g., website assets, code, documents, reports, designs).
SOW/Proposal: A Statement of Work, proposal, quote, or order confirmation describing the specific Services, scope, timeline, and fees.
Client, you, your: The person or entity receiving the Services.
About us Hello Amanuel is based in Liverpool, United Kingdom. Contact details are provided in Section 30 below.
Scope of Services 4.1 The scope for each engagement is defined in the applicable SOW/Proposal. Any items not expressly listed are out of scope. 4.2 We may recommend third-party tools, platforms, or subscriptions (Third-Party Services). You are responsible for procuring and maintaining any required accounts or licenses unless otherwise stated in the SOW/Proposal.
Quotations, Orders, and Acceptance 5.1 Quotations are valid for 14 days unless otherwise stated and are subject to change before acceptance. 5.2 A binding contract is formed when you accept a quotation/SOW/Proposal in writing (including email) or pay an invoice or deposit referring to it. 5.3 If there is a conflict between these Terms and an SOW/Proposal, the SOW/Proposal prevails for the specific engagement.
Your Responsibilities 6.1 Provide timely access, information, content, assets, and decisions needed to deliver the Services. 6.2 Ensure you have rights and permissions for all materials supplied to us. 6.3 Appoint a single authorised contact for decisions and feedback. 6.4 Adhere to agreed review/approval timelines. Delays may impact schedules and incur additional costs (see Section 10).
Client Materials and Content 7.1 You retain ownership of content, trademarks, and materials you supply to us (Client Materials). You grant us a non-exclusive, royalty-free licence to use, reproduce, modify, and display Client Materials as necessary to provide the Services. 7.2 You warrant that Client Materials do not infringe third-party rights and are lawful, accurate, and not misleading.
Intellectual Property 8.1 Pre-existing IP: Each party retains all rights to IP owned prior to the engagement or developed outside the scope (including our frameworks, libraries, know-how, templates, and workflows). 8.2 Deliverables: Upon full payment, and unless otherwise specified in the SOW/Proposal, we grant you a non-exclusive, perpetual, worldwide licence to use the Deliverables for your internal business purposes and for the specific website/app/project identified in the SOW/Proposal. Source files and editable files are included only where expressly stated. 8.3 Portfolio Rights: We may reference your name, logo, non-confidential project details, and display non-sensitive screenshots/work samples in our portfolio and marketing. You may request reasonable confidentiality for launch dates or sensitive elements prior to public release. 8.4 Third-Party Materials: Deliverables may incorporate open-source or third-party components under their respective licences. Your use is subject to those licences, which may impose additional terms.
Fees, Payment, and Taxes 9.1 Fees are as stated in the SOW/Proposal. All fees are exclusive of VAT and other taxes unless explicitly stated. 9.2 Invoices are due within 14 days of issue unless specified otherwise. Deposits, retainers, or milestone payments may be required and are non-refundable once work corresponding to that payment has commenced. 9.3 Late payments may incur interest at the lesser of 4% above the Bank of England base rate or the maximum allowed by law, plus reasonable recovery costs. We may suspend Services for overdue amounts. 9.4 Expenses and Third-Party Costs approved by you (e.g., stock assets, plugins, hosting, ad spend) will be invoiced at cost plus any agreed handling fee.
Changes and Out-of-Scope Work 10.1 Change requests will be reviewed and, if accepted, quoted separately or billed at our current rates. We will not proceed with out-of-scope work without your approval. 10.2 Delays caused by your failure to provide timely feedback, approvals, or assets may require schedule rebooking and may incur additional fees.
Timelines and Dependencies 11.1 Any timelines are estimates and depend on your timely cooperation and third-party factors. We will use reasonable efforts to meet target dates. 11.2 Where a fixed launch date is business-critical, you must notify us in writing in advance and ensure accelerated timelines and resources are included in the SOW/Proposal.
Warranties 12.1 We warrant that we will perform the Services with reasonable care and skill consistent with industry practice. 12.2 Except as expressly stated, the Services and Deliverables are provided “as is” without warranties of merchantability, fitness for a particular purpose, or non-infringement.
Disclaimers 13.1 Technology ecosystems (CMSs, browsers, search engines, ad platforms, OSs) change frequently. We cannot guarantee compatibility or performance beyond the scope and acceptance criteria defined in the SOW/Proposal. 13.2 We do not provide legal, financial, or regulatory advice. Compliance responsibilities remain with you unless explicitly included in the SOW/Proposal.
Limitation of Liability 14.1 Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded by law. 14.2 To the maximum extent permitted by law, we are not liable for indirect, incidental, special, consequential, exemplary, or punitive damages; loss of profits, revenue, data, goodwill; or business interruption. 14.3 Our aggregate liability arising out of or related to the Services or these Terms shall not exceed the total fees paid by you for the specific SOW/Proposal giving rise to the claim in the 12 months preceding the event.
Indemnity You agree to indemnify and hold us harmless from claims, damages, liabilities, costs, and expenses arising out of (a) Client Materials; (b) your misuse of the Deliverables; (c) your breach of these Terms; or (d) your violation of laws or third-party rights.
SEO, Advertising, and Performance Specifics 16.1 SEO: Search rankings and traffic are influenced by many external factors. We do not guarantee specific rankings, traffic volumes, or outcomes. 16.2 Paid Ads: Ad performance depends on platform policies, auction dynamics, budgets, creatives, and market conditions. We do not guarantee specific return on ad spend (ROAS) or conversion outcomes. 16.3 Analytics: Reported metrics may vary due to attribution models, tracking limitations, and user consent. Reported KPIs are best-effort indicators, not guarantees.
Hosting, Managed IT, and Third-Party Platforms 17.1 If hosting or managed IT support is included, service levels will be as defined in the SOW/Proposal. Availability is subject to data centre, ISP, and vendor factors outside our control. 17.2 Software updates, plugin/theme changes, or platform upgrades may require additional work and testing not included in baseline maintenance. 17.3 You are responsible for securing your accounts, passwords, API keys, and ensuring appropriate access controls.
Accessibility and Compliance 18.1 We will implement accessibility and compliance measures explicitly listed in the SOW/Proposal (e.g., WCAG targets, cookie banners). 18.2 Legal compliance (including consumer law, e-commerce regulations, cookie consent, privacy notices) remains your responsibility unless otherwise agreed in writing.
Data Protection and Privacy 19.1 Each party will comply with applicable data protection laws, including the UK GDPR and Data Protection Act 2018. 19.2 Where we process personal data on your behalf, we will do so under your instructions and a separate Data Processing Agreement (DPA) if required. 19.3 You are responsible for lawful data collection, consent mechanisms, and privacy notices on your Site.
Confidentiality 20.1 Each party shall keep confidential any non-public information disclosed by the other and use it only for the purposes of fulfilling the contract. 20.2 These obligations do not apply to information that is public, independently developed, lawfully obtained from a third party, or required to be disclosed by law or court order.
Suspension and Termination 21.1 Either party may terminate for material breach if the breach is not cured within 14 days of written notice. 21.2 We may suspend Services for non-payment, suspected misuse, security risks, or legal compliance reasons. 21.3 Either party may terminate for convenience on 30 days’ written notice for ongoing/retainer Services, unless the SOW/Proposal specifies a fixed term or minimum commitment.
Effects of Termination 22.1 You will pay for all Services performed up to the termination date, including any committed third-party costs. 22.2 Licences granted to you under Section 8.2 remain effective upon full payment of all amounts due. 22.3 Each party will return or destroy the other party’s confidential information upon request, subject to legal/archival requirements.
Force Majeure Neither party is liable for delays or failures caused by events beyond reasonable control (including natural disasters, war, strikes, utility failures, supplier outages, epidemics, governmental actions). The affected party will notify the other and use reasonable efforts to mitigate.
Third-Party Services and Accounts 24.1 Your use of Third-Party Services is subject to those providers’ terms and policies. We are not responsible for changes, outages, or data loss attributable to third parties. 24.2 If we are given access to your third-party accounts, we will act as your agent solely to perform the Services and will follow reasonable security practices.
Links Links from our Site to third-party sites are provided for convenience only. We do not endorse or control those sites and are not responsible for their content or practices.
Governing Law and Jurisdiction These Terms and any dispute or claim arising out of or in connection with them are governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction, except that we may seek injunctive or equitable relief in any jurisdiction to protect IP or confidential information.
Complaints and Dispute Resolution 27.1 Please contact us in the first instance to raise any concerns. We aim to respond within 5 business days. 27.2 If a dispute arises, senior representatives will meet in good faith to seek resolution before commencing formal proceedings.
Changes to These Terms We may update these Terms from time to time. The updated version will be posted on the Site with a revised “Last updated” date. Continued use of the Site or Services after changes take effect constitutes acceptance.
Entire Agreement and No Waiver These Terms, together with the applicable SOW/Proposal, form the entire agreement between the parties and supersede prior understandings. Failure to enforce any term is not a waiver of that term.
Contact Details Hello Amanuel Email: wasihun@helloamanuel.com Telephone: +44 7762 745 632 Location: Liverpool, United Kingdom Website: https://helloamanuel.com
Last Updated These Terms were last updated on the date of delivery of this text. Update the date when you publish or revise your Terms on your Site.