Spidersnet Website & Software Services Terms and Conditions

Spidersnet is a trading name of Friday-Ad Limited (“Spidersnet”, “we”, “our” or “us”).

These Terms and Conditions govern the provision of website, software, hosting and related services supplied by Spidersnet to its customers (“Customer”, “you” or “your”).

By purchasing or using any Spidersnet services, you agree to be bound by these Terms and Conditions.

1. SERVICES

1.1 Spidersnet provides website, software, hosting, marketing and related digital services to motor retailers and associated businesses.

1.2 Services may include, but are not limited to:

• Website design and development
• Website hosting
• Dealer management software
• Vehicle advertising integrations
• Digital retailing tools
• Vehicle valuation tools
• Finance integrations
• Service booking tools
• Live chat integrations
• Marketing services
• SEO services
• Reporting and analytics tools
• Third-party software integrations
• Customer support services

1.3 Spidersnet reserves the right to develop, improve, modify, replace or discontinue any service, feature or functionality where reasonably necessary.

2. TERM OF AGREEMENT

2.1 Services are provided on a rolling monthly basis unless otherwise agreed in writing.

2.2 Either party may terminate the agreement by providing not less than thirty (30) days written notice.

2.3 Termination shall not affect any fees accrued prior to the termination date.

3. WEBSITE PROJECTS

3.1 Where Spidersnet is providing a new website, the Customer shall provide all content, information, approvals and feedback reasonably required to complete the project.

3.2 Any delivery dates provided by Spidersnet are estimates only.

3.3 Where a website is substantially complete and the Customer fails to provide feedback, approval or instructions for a period exceeding thirty (30) days, Spidersnet reserves the right to deem the project complete and commence billing.

3.4 Additional amendments, changes or development requests may be subject to additional charges.

4. FEES AND PAYMENT

4.1 Fees shall be payable in accordance with the agreed proposal, quotation or order.

4.2 All fees are exclusive of VAT unless otherwise stated.

4.3 Spidersnet reserves the right to suspend services where payments remain outstanding.

4.4 Spidersnet may review and amend its pricing by providing not less than thirty (30) days written notice.

4.5 If a Customer does not accept revised pricing, they may terminate the agreement before the revised pricing takes effect.

5. SUPPORT AND CHANGE REQUESTS

5.1 The Services include website hosting, software access and standard support services only unless otherwise agreed in writing.

5.2 Requests for website amendments, design changes, content updates, development work, consultancy, training or additional services may be subject to additional charges.

5.3 Spidersnet reserves the right to determine whether a request falls within standard support or constitutes chargeable work.

6. CUSTOMER RESPONSIBILITIES

6.1 The Customer remains responsible for ensuring that all information supplied to Spidersnet is accurate, lawful and up to date.

6.2 The Customer is responsible for compliance with all applicable laws, regulations and industry requirements.

6.3 The Customer warrants that it has the necessary rights and permissions to provide any content supplied to Spidersnet.

7. ACCURACY OF INFORMATION

7.1 Whilst Spidersnet will exercise reasonable care when publishing information through the Services, the Customer remains responsible for reviewing and verifying all content displayed through the Services.

7.2 This includes, but is not limited to:

• Contact details
• Addresses
• Opening hours
• Vehicle descriptions
• Vehicle specifications
• Vehicle pricing
• Finance examples
• Promotional content
• Images and media

7.3 Spidersnet shall not be liable for losses arising from errors, omissions or inaccuracies within information displayed through the Services.

7.4 The Customer shall notify Spidersnet promptly upon becoming aware of any inaccuracies.

8. PRODUCT IMPROVEMENTS AND PLATFORM CHANGES

8.1 Spidersnet continually develops and improves its products and services.

8.2 Features, functionality, layouts, integrations, user interfaces and designs may be added, modified, replaced or removed from time to time.

8.3 The Customer acknowledges that such changes form part of ongoing product development and may alter the appearance or operation of the Services.

9. THIRD-PARTY SERVICES AND INTEGRATIONS

9.1 Spidersnet may provide integrations with third-party products and services.

9.2 Spidersnet shall not be responsible for interruptions, changes, restrictions, increased costs, data issues or withdrawal of services by third-party providers.

9.3 Changes made by third-party providers may impact the operation of certain features or integrations.

10. DOMAINS

10.1 Domain names may be registered and managed by Spidersnet on behalf of the Customer.

10.2 Beneficial ownership of the domain shall remain with the Customer provided all outstanding fees have been paid.

10.3 Spidersnet reserves the right to withhold domain transfers until all outstanding balances have been settled.

10.4 Reasonable assistance will be provided with domain transfers following termination. Additional charges may apply.

11. CUSTOMER DATA

11.1 Customer data remains the property of the Customer.

11.2 Upon written request and subject to payment of any applicable charges, Spidersnet may provide exports of Customer data in a format determined by Spidersnet.

11.3 Spidersnet is not obliged to retain Customer data indefinitely following termination.

12. INTELLECTUAL PROPERTY

12.1 All software, code, systems, templates, designs, processes, functionality and intellectual property developed or owned by Spidersnet remain the property of Spidersnet.

12.2 Customers receive a non-exclusive licence to use the Services during the term of the agreement.

12.3 Ownership of the Services, software and underlying systems does not transfer to the Customer.

13. BESPOKE DEVELOPMENT

13.1 Any bespoke development, customisation or functionality created by Spidersnet shall remain the intellectual property of Spidersnet unless otherwise agreed in writing.

13.2 Spidersnet reserves the right to reuse, adapt, enhance or incorporate bespoke developments into its products and services.

14. SEO, MARKETING AND PERFORMANCE

14.1 Spidersnet does not guarantee:

• Search engine rankings
• Website traffic
• Enquiry volumes
• Lead volumes
• Advertising performance
• Sales performance

14.2 Any forecasts, estimates or projections are provided for guidance only.

15. WEBSITE AVAILABILITY

15.1 Spidersnet will use reasonable endeavours to maintain service availability.

15.2 Spidersnet does not guarantee uninterrupted or error-free operation of the Services.

15.3 Planned maintenance may be carried out from time to time.

16. SUSPENSION

16.1 Spidersnet may suspend any Service immediately where:

• Fees remain unpaid
• The Customer breaches these Terms
• The Customer engages in unlawful activity
• Security concerns arise
• Suspension is required by law

17. TERMINATION

17.1 Either party may terminate this agreement by providing thirty (30) days written notice.

17.2 Spidersnet may terminate immediately where the Customer commits a material breach of these Terms.

17.3 Upon termination, access to Spidersnet software and services shall cease.

18. LIMITATION OF LIABILITY

18.1 Nothing in these Terms shall exclude liability for death, personal injury, fraud or any liability that cannot legally be excluded.

18.2 Spidersnet shall not be liable for:

• Loss of profit
• Loss of revenue
• Loss of sales
• Loss of business
• Loss of opportunity
• Loss of goodwill
• Indirect or consequential loss

18.3 Spidersnet's total liability shall not exceed the fees paid by the Customer during the twelve (12) months preceding the event giving rise to the claim.

19. FORCE MAJEURE

19.1 Spidersnet shall not be liable for any delay or failure to perform its obligations where such delay or failure results from circumstances beyond its reasonable control, including but not limited to natural disasters, flood, fire, storm, war, terrorism, civil unrest, industrial disputes, pandemics, power failures, internet outages, cyber attacks, government action, or the failure of hosting providers, data providers, software vendors or other third-party service providers.

Where such circumstances continue for a prolonged period, Spidersnet reserves the right to suspend or terminate affected services without liability.

20. CONFIDENTIALITY

20.1 Each party shall keep confidential any confidential information obtained from the other party and shall not disclose such information except where required by law.

21. DATA PROTECTION

21.1 Both parties shall comply with applicable data protection legislation.

21.2 The Customer remains the Data Controller of any customer data collected through the Services.

21.3 Spidersnet shall process personal data only as necessary to provide the Services.

22. GENERAL

22.1 These Terms constitute the entire agreement between the parties.

22.2 Failure to enforce any provision shall not constitute a waiver of rights.

22.3 If any provision is found to be invalid, the remaining provisions shall remain in full force and effect.

22.4 Spidersnet may assign or transfer its rights and obligations under this agreement.

22.5 These Terms shall be governed by the laws of England and Wales and any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.