Angelfish Terms and Conditions (T&Cs)

At Angelfish we pride ourselves on supplying excellent products and are committed to delivering the highest standards of customer care and service. We will always do our best to fulfil your needs and meet your expectations, but it’s important at the outset that we clarify the commitment we are making to each other, along with detailing the way we work and what’s included and what’s not included within the scope of the project proposal that we have given to you.

Our General T&Cs are applicable to all our clients and depending on the type of project our Website Development and/or Booking System T&Cs also apply.

Please take the time to read all relevant T&Cs and contact us if you have any queries.

General T&C's  •  Website Development T&C's  •  Booking System/Bespoke Software T&C's

General Terms & Conditions

1. Acceptance

It is not necessary for the client (you) to have signed an acceptance of these Terms & Conditions (T&Cs) for them to apply. If you accept a project proposal or quote from Angelfish Software Ltd (Angelfish) then it will be deemed that you have satisfied yourself as to the terms applying and have accepted these T&Cs in full.

These Terms and Conditions supersede all previous representations, understandings or agreements.

2. Accuracy of Quote/Additional Charges

The project cost supplied to you by Angelfish as part of the project proposal/quotation is partly calculated based on the number of predicted hours it will take to programme/design your requirements, based on the initial brief supplied by you to Angelfish. As the project evolves there may be a number of circumstances where additional charges may be accrued, including, but not limited to, if: 

  • the initial brief is revised/amended by you after the project proposal has been issued;
  • it becomes clear that the initial brief doesn’t clearly explain the extent or complexity of your requirements;
  • additional programming work is added to the brief;
  • the importing of data is more complex than initially identified/explained; or
  • a large volume of content input is required, which was not mentioned in the initial brief.
  • Any additional work and charges identified by Angelfish will be reported to you and Angelfish will specifically request your agreement before undertaking any additional work that will add to the cost of the project.

All elements of your brief must be explicitly and clearly stated. Angelfish will not commit to undertake any additional work as part of the initial project proposal, either during the course of the project development or at any point thereafter, which you believe to be implied within the scope of the brief, but which has not expressly stated.

3. Charges & Payment

Charges for services to be provided by Angelfish are defined in the project proposal/quotation that you have received via e-mail. Project proposals/ quotations are valid for a period of 30 days. Angelfish reserves the right to alter or decline to provide a project proposal/quotation after expiry of the 30 days.

You agree to be bound by the terms of the payment schedule as specified in the project proposal. Unless otherwise agreed Angelfish spread the cost of a project across two equal invoices. Angelfish invoice 50% of the estimated project cost at the outset of a project and the remaining 50% (plus any additional charges that may have been incurred) once the project is ready to go live online. We’re sure you understand how important it is as a small business that you pay the invoices that Angelfish send you promptly.  Angelfish issue invoices electronically. Angelfish payment terms are 10 days from the date of invoice, by BACS, Paypal or cheque. All proposals are quoted in GBP (£) and payments will be made at the equivalent conversion rate at the date the transfer is made. You agree to pay all charges associated with international transfers of funds. The appropriate bank account details will be printed on our electronic invoice. Angelfish reserve the right to charge interest on all overdue debts at the rate of 5% per month or part of a month.

You accept that Angelfish may halt any work on your project until payment of any outstanding invoice has been received and that failure to settle invoices within our payment terms of 10 days may affect our ability to deliver your project on time. You also accept that your project will not go live online until the final development invoice has been settled. 

4. Additional Expenses

You agree to reimburse Angelfish for any additional expenses necessary for the completion of any work. Examples would be purchase of special fonts, stock photography etc. All additional expenses will be discussed and agreed in advance of purchase, wherever possible.

5. Payment Default

Accounts unpaid ten (10) days after the date of invoice will be considered in default. Angelfish follow a rigorous invoice chasing procedure and Angelfish reserve the right to suspend services if any client account is in default, this includes suspending website hosting services and any other service which has not been paid for. Angelfish is not responsible for any loss of data, or any other type of direct or indirect loss financial or otherwise that is incurred due to the removal of the service(s). Suspension of services does not relieve you of the obligation to pay any outstanding charges detailed on your account. Cheques returned for insufficient funds will accrue a return charge of £25 and your account will immediately be considered to be in default until full payment is received. 

Any Client with accounts in default agree to pay Angelfish reasonable expenses, including legal fees and costs for collection by third-party agencies, incurred by Angelfish in enforcing these Terms and Conditions.

6.  Supply of Copy Material

All project proposals/ quotes are issued on the assumption that any text, photographs, logos will be provided by you via email in electronic format in .doc, .gif, .jpeg, .png or .tiff format. If copy arrives in a physical format such as CD or printed material every reasonable attempt shall be made by Angelfish to return the material to you, however, such return cannot be guaranteed

7. Client Review and sign-off

Angelfish Software will provide you with an opportunity to review and test the appearance, content and functionality of any website and/ or booking system during the development phase and once the overall project is completed. 

At any stage of the project when Angelfish provide you with material to review and approve, the work will be deemed to be approved and accepted by you unless you notify Angelfish otherwise within five (5) working days of the date the materials are made available to you. 

At any stage of the project when Angelfish has received approval and acceptance from you, either directly or indirectly, any payment due in relation to the project development stage will be invoiced and become due for payment.

Angelfish will not delay sign off, approval and acceptance of a project by you due to reasons outside the control of Angelfish. Examples of this include, but are not limited to: unreasonable delays in reviewing our work due, but not limited to, reasons such as you ‘being too busy’, awaiting for domain name ownership changes, any delays caused by a dispute you are involved in with your previous website/software developers, having insufficient staff available at your end to review the work etc.

8. Liability 

Booking systems/bespoke software

When you purchase a software licence from Angelfish we will have done everything in our power to ensure that the software system, including but not limited to any updates, fixes and additional support work, is error free. However, due to the nature of software development we cannot absolutely guarantee that the software, or any subsequent programming support work on the software, is error/bug free. 

To function effectively Angelfish booking/bespoke software relies on the integrity of:

  • the booking/bespoke software itself;
  • the data that’s put into the system by you or any other third party using the system; and
  • Your administrative processes when using and managing the system

Because the data and the administrative processes are not within Angelfish’s control we cannot be held liable, either directly or indirectly, to you or any other third party, for any loss or damages caused by, but not limited to, such things as:

  • Double bookings;
  • Lost bookings;
  • Loss of data;
  • Inaccurate, incomplete or misleading data;
  • Server downtime:
  • Omissions;
  • Errors which arise from yours or a third parties content, actions or in-actions
  • Errors in pricing, booking rules or deposit rules - even if you have asked us to update your pricing for you, it remains your responsibility to ensure your pricing has been accurately entered; and
  • Data and security breaches.

Likewise, Angelfish are not obliged to investigate any of the above issues unless you agree to pay Angelfish for the time spent investigating such issues.

Angelfish Software are not in any way involved in the actual transaction between you (the seller) and your customers who use the booking system/bespoke software (the buyers) and as such we cannot be held liable, or become directly or indirectly involved, in any dispute which may arise between the seller and the buyer.

Website development

You are solely responsible for ensuring that the content of your website is up to date, accurate and lawful. You accept that Angelfish are not liable for any loss of money, goodwill or reputation, or any special, indirect or consequential damages arising, directly or indirectly, out of inaccurate, misleading or unlawful website content.

Website/booking system/bespoke software hosting

Angelfish only use the best and most reliable website hosting services. All Angelfish websites / systems are hosted on a dedicated and managed server. However, Angelfish cannot guarantee continuous or secure access to our sites, services, or tools, and operation of our sites, services, or tools may be interfered with by numerous factors outside of our control. Accordingly, to the extent legally permitted, Angelfish exclude all implied warranties, terms and conditions. Angelfish are not liable for any loss of money, goodwill or reputation, or any special, indirect or consequential damages arising, directly or indirectly, out of your use of or your inability to use our sites, services, and tools.

In the very unlikely event of server failure/crash Angelfish will ensure that services are resumed as quickly as possible. A pro-rata refund will be applied to your account to cover the cost of any time that your website has been down i.e. if your website is inactive for 1 day we will refund (1/352 of the annual hosting charge etc). You agree that Angelfish are not liable for any any loss of money, goodwill or reputation, or any special, indirect or consequential damages arising, directly or indirectly, as a result of server failure.

Additional note regarding liability

Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you. Regardless of the previous paragraphs, if we are found to be legally liable under English Law, our entire liability to you or to any third party is limited to the greater of (a) the total fees you paid to us in the 12 months prior to the action giving rise to the liability, or (b) £100GBP, whichever figure is greater.

9. Indemnity/ Accuracy of content

All Angelfish services may be used for lawful purposes only. At all times you are solely responsible for ensuring that the contents of your website / booking system are up to date, accurate and lawful. You agree that Angelfish is harmless and does not have any liability whatsoever, to you or any other third party, for any inaccurate, misleading or unlawful content within your website/booking system, even if that content has been supplied by you but input by Angelfish.

You also agree to indemnify and hold Angelfish harmless in any legal action which arises as a result of your use of Angelfish services, without limitation or exception, including but not limited to any action brought against you by a third party.

If we receive any report of any unlawful, or potentially unlawful content either from you or from any other third party, Angelfish reserves the right to suspend all services until the matter is legally resolved. In this instance no refunds or pro-rata refunds will be issued.

10. Copyrights

You will retain the copyright to data, files, photographs, text and graphic logos provided by you. You grant Angelfish the rights to publish and use such material. You must obtain permission and rights to use any information or files that are copyrighted by a third party and you are solely responsible for gaining such permissions. You are further responsible for granting Angelfish permission and rights for use of the same and you agree to indemnify and hold Angelfish harmless for any and all claims resulting from your negligence or inability to obtain proper copyright permissions. You agreeing to the project proposal shall be regarded as a guarantee by you to Angelfish that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.

11. Intellectual property

All source code used to create any product or service created and supplied by Angelfish remain the intellectual property of Angelfish Software Ltd. 

12. Design Credit

A link to Angelfish Software will appear in either small type or by a small graphic at the bottom of your website/booking system. If a client requests that the design credit be removed, a nominal fee of £100 will be charged.

13. Displaying our work

We love to show off our work, so we reserve the right to display all aspects of our creative work, including sketches, work-in-progress designs and the completed project on our portfolio and in articles on websites, in magazine articles and in books.


14. Data Protection

We take our responsibilities as a data controller and data processor very seriously and we expect you to do the same. You agree that You are responsible for maintaining the confidentiality of the personal data stored on your website/booking system Admin Site, including your login and password, and for restricting access to your computer, and you agree to accept responsibility for all activities that occur on your Admin Site unless those activities are made directly by Angelfish.  You are also solely responsible for the accuracy and currency of the data entered into the Services under your user account. 

You, the client warrants and undertakes that you have the legal right to disclose all Personal Data that it does in fact disclose to Angelfish under this Agreement, and that the processing of that Personal Data by Angelfish for the purposes of and in accordance with the terms of this Agreement will not breach any applicable laws (including the Data Protection Act 1998 and the GDPR 2018).

You, the client acknowledge and agree that you are solely responsible for obtaining all necessary consents or opt-in confirmations from data subjects in appropriate terms to allow for any direct marketing activity which you undertake.

Angelfish warrants and undertakes that: 

(a)    it will act only on instructions from You in relation to the processing of any Personal Data performed by Angelfish on behalf of You; and 

(b)    it has in place appropriate security measures (both technical and organisational) against unlawful or unauthorised processing of Personal Data and against loss or corruption of Personal Data processed by Angelfish on behalf of You.

Additional note re Password and Login security

 You the client are solely responsible for informing Angelfish immediately if any login and passwords need to be cancelled - for example if any employee leaves your organisation you must inform us immediately so that the secure login can be terminated. Angelfish cannot be held responsible for data breaches which have occured via access to outdated logins when Angelfish has not been previously instructed to remove the login.


14. Termination

Termination of services by the Client must be requested in a written notice and will be effective on receipt of such notice. E-mail or telephone requests for termination of services will not be honoured until and unless confirmed in writing. You will be invoiced for any design/programming work completed to the date of first notice of cancellation for payment in full within thirty (30) days.

Angelfish reserves the right to terminate a project or a relationship with a Client at any time without prior notification if it finds the Client in breach of these Terms and Conditions or there has been anmaterial breakdown in the wirking relationship between the parties Angelfish shall be the sole arbiter in deciding what constitutes a breach. No full or pro-rata refunds will be given in such a situation. 

15.  Severability

In the event any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement shall be unimpaired and the Agreement shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid.This agreement is void where prohibited by law.

16. Updates

Angelfish Software reserves the right to alter these Terms & Conditions at any time and without prior notice. Continued use of Angelfish products and services will be considered as acceptance of any revision to the revised Terms and Conditions.Failure to receive notification of a change to these Terms & Conditions does not make those changes invalid. These Terms and Conditions will always be available to read on our website.

17. Statutory Rights

These terms and conditions do not affect your statutory rights as a consumer.

18. Governing Law

This Agreement shall be governed by English Law. Any and is under exclusive jurisdiction of the English Courts.



Copyright © Angelfish Software Ltd 2020  •  Tel: 07738 731165  •  E-mail us  •  Company No. 6095487