Terms of Business

Digitopia Design Ltd ("we", "us", "Digitopia") is a digital agency registered in England and Wales. We provide WordPress design and development, UX strategy, local SEO, growth operations, and related digital services.

These terms apply to all engagements with Digitopia Design Ltd unless a separate written agreement has been signed by both parties, in which case that agreement takes precedence.

By proceeding with any project, purchase, or engagement, you ("the client") confirm that you have read, understood, and agreed to these terms.

All project work is defined by a written brief, proposal, or statement of work (SOW) agreed before work begins. The scope defines what is included - anything outside that scope is a change request and will be quoted separately.

Change requests

If you request changes outside the agreed scope during a project, we will:

• Confirm in writing what the change involves
• Provide a revised cost or timeline estimate
• Proceed only once you've approved the change in writing

We won't silently absorb scope creep, and we won't bill you for changes we haven't flagged. Both parties deserve clarity.

Fixed-price products

Self-serve products (Rank Map) are sold as described on the relevant product page. No customisation is included unless explicitly stated.

The VIP Day - scope note

VIP Day engagements are time-boxed, not scope-boxed. We work for 8 hours on your highest-priority tasks. What gets completed depends on complexity and your responsiveness on the day. We'll agree priorities at the start of the day.

All project work follows a structured process designed to keep things moving without unnecessary back-and-forth.

1. Discovery & brief - We agree scope, deliverables, timeline, and payment schedule before any work begins. This is captured in a written proposal or SOW.
2. Deposit & kickoff - Work starts once the deposit has been received and cleared. The kickoff call confirms priorities and any outstanding questions.
3. Work & review rounds - We work in clearly defined phases. Each phase ends with a review round - typically two rounds of revisions are included unless otherwise agreed.
4. Sign-off & delivery - You sign off each phase before we proceed. Final delivery is made on receipt of the final payment.
5. Post-launch support - Included support hours vary by service tier. Outside of included support, additional time is billed at the rates in Section 4.

Communication

Our primary communication channel is email. For active projects we may agree a shared Slack channel or ClickUp workspace. Response times are within one business day for standard queries; four hours for critical issues on Plus Care plans.

Working hours

We work Monday–Friday, 09:00–17:30 UK time. We're a small team with a young family - we don't work evenings or weekends as a rule, and we don't expect you to be available outside normal hours either.

All prices are exclusive of VAT unless otherwise stated. VAT is charged at the current UK rate and will appear on all invoices.

Digitopia service rates and pricing

Rates are reviewed annually. Any rate changes for active retainer clients will be communicated with a minimum of 30 days' notice.

Project work (fixed-price)

For projects over £5,000, a milestone-based schedule may be agreed in the project proposal, usually 50% deposit / 50% on completion.

Retainers

Retainer invoices are raised on the 1st of each month and are due within 14 days. Work for that month begins once payment is received. We reserve the right to pause retainer work if payment is more than 7 days overdue.

Self-serve products

Rank Map is paid in full at the point of purchase via Stripe. Work begins once payment is confirmed. Delivery timelines start from the point of payment, not enquiry.

VIP Day & UX Audit

These services are paid in full before a slot is booked. Once payment is received you'll be sent a private booking link to secure your date. Your slot is not reserved until payment clears.

Invoicing & payment methods

• Invoices are issued via FreeAgent and sent by email
• Payment by bank transfer (BACS) - details on invoice
• Card payments accepted via Stripe for fixed-price products
• Payment terms: 14 days from invoice date unless otherwise agreed

Late payment

Invoices unpaid after 30 days are subject to statutory interest under the Late Payment of Commercial Debts (Interest) Act 1998 - currently 8% above the Bank of England base rate. We'll always chase informally first, but we do enforce this.

Most project delays happen on the client side, not ours. To keep things on track, we need:

• Content provided on time - copy, images, logos, and brand assets by the date agreed in the project plan. Late content delays delivery and may affect your launch date.
• Timely feedback - review rounds have a 5 working day turnaround. Feedback that takes longer moves the project back by the same amount.
• A clear decision-maker - we need one named contact with authority to approve work. Conflicting feedback from multiple stakeholders is a scope issue.
• Access and credentials - hosting logins, Google Analytics, GBP access, and any third-party platforms provided at project start, not when we get stuck.
• Legal compliance - you're responsible for ensuring that all content, imagery, and copy you provide to us is owned by you or properly licensed. We're not liable for IP infringement in client-supplied materials.

Project timeline clause

If a project is delayed by more than 4 weeks due to client inaction (late content, no feedback, no approval), we reserve the right to invoice for work completed to date and pause the project. Re-engaging after a pause may incur a restart fee.

What you own after final payment

Once final payment is received, you own all custom work created specifically for your project - including design files, custom code, and written content produced by us.

What we retain

• Third-party components - plugins, fonts, stock assets, and licenced software remain subject to their own licence terms. You're buying a site built with these tools, not the tools themselves.
• Our methodology and systems - the processes, templates, and frameworks we use remain ours. We build with them; we don't transfer them.
• Portfolio rights - we reserve the right to feature completed work in our portfolio and case studies unless you ask us not to in writing before the project starts.

Before final payment

All work in progress remains the property of Digitopia Design Ltd until final payment is received. We don't transfer files, credentials, or live access until accounts are settled.

Open source & Elementor

WordPress core and most plugins are GPL-licenced, meaning you're free to take your installation and use it elsewhere after handover. Elementor Pro requires its own licence to remain active - covered under our care plans, or you'll need your own licence if you move to a different host.

Both parties agree to keep confidential any non-public information shared during a project. This includes business strategy, pricing, client data, and technical systems.

We don't share client information with third parties except where it's necessary to deliver the agreed services (for example, sharing a project brief with a subcontractor under NDA, or passing credentials to a hosting provider).

If you require a formal NDA before sharing sensitive information, we're happy to sign one. Let us know before the project kicks off.

Confidentiality obligations survive the end of the engagement for a period of two years.

Our liability to you

We take our work seriously and carry professional indemnity insurance. However, our total liability to you in connection with any engagement is limited to the total fees paid for that specific project or service.

We are not liable for:

• Loss of revenue, profits, or business opportunities resulting from delays, errors, or website downtime
• Third-party plugin, API, or platform failures outside our control
• Consequences arising from changes you make to the site after handover without our involvement
• Search engine ranking changes or algorithm updates affecting SEO performance
• Data loss where you've declined or not purchased a hosting and backup plan

Your liability to us

You're responsible for ensuring all materials, content, and instructions you provide to us are lawful and don't infringe third-party rights. If a claim arises from client-supplied materials, you agree to indemnify us against any resulting costs or damages.

Professional indemnity

Digitopia Design Ltd holds professional indemnity insurance. Details available on request.

Projects (fixed-price)

If you cancel a project after work has started:

• The deposit is non-refundable in all circumstances
• You'll be invoiced for all work completed to the point of cancellation, at the applicable day rate, up to the total project fee
• Any third-party costs we've already incurred on your behalf (domains, licences, stock) are payable in full

Retainers

All retainers operate on a 30-day rolling basis. Either party can cancel with 30 days' written notice. Notice takes effect from the first of the following month. Work and billing continue through the notice period.

VIP Day

VIP Day bookings can be rescheduled at no cost with a minimum of 5 working days’ notice. Cancellations within 5 working days are charged in full, as the day is reserved exclusively for you; wherever possible we will offer to move the booking to a new date instead. No-shows are non-refundable.

Fixed-price products

Self-serve products are non-refundable once work has started. If we haven't started within 1 working day of payment, a full refund is available on request.

Termination by us

We reserve the right to terminate an engagement immediately if:

• An invoice remains unpaid for more than 30 days after the due date
• You act in a way that is abusive, threatening, or discriminatory toward us
• Continuing the engagement would require us to act unlawfully

In these circumstances, you'll be invoiced for all work completed to date. Payment terms remain as per these terms.

We'd always rather resolve problems through a direct conversation than formal action. If you're unhappy with anything, please email us first - most issues can be resolved quickly when communicated early.

1. Raise it with us directly - Email hello@digitopiadesign.com with a clear description of the issue. We'll acknowledge within one business day.
2. Attempt resolution - We'll work to resolve the issue within 10 working days. We may propose a call, a revised scope, a partial refund, or another remedy depending on the nature of the dispute.
3. Mediation (if needed) - If direct resolution fails, either party may request independent mediation before pursuing legal action. We'll each pay our own mediation costs.
4. Governing law - These terms are governed by the laws of England and Wales. Any legal proceedings will take place in the courts of England and Wales.

Entire agreement

These terms, together with any signed project proposal or statement of work, constitute the entire agreement between the parties. They supersede all prior discussions, emails, and representations.

Amendments

We may update these terms from time to time. Changes will be published on this page with an updated date. For active retainer clients, material changes will be notified by email with 30 days' notice.

Severability

If any clause of these terms is found to be unenforceable, the remaining clauses continue in full force.

No waiver

Failure to enforce any provision of these terms on one occasion doesn't waive our right to enforce it in future.

Force majeure

Neither party is liable for delays caused by circumstances beyond their reasonable control - including illness, bereavement, natural disasters, or platform outages.

Questions about these terms?

If anything here isn't clear, just ask before you sign. We'd rather clarify upfront than have a misunderstanding mid-project.

• hello@digitopiadesign.com
• Digitopia Design Ltd, Registered in England & Wales