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Terms & Conditions of Business

These Terms and Conditions are legally binding and relate to the Services we provide You with. Please read them carefully, and contact us with any questions.
This agreement is between Wokingham IT Limited, trading as digital thing - registered in England and Wales at Suite 10 Level 4, Easthampstead House, Bracknell, England, RG12 1BH, UK with company number 11988326 - (herein referred to as "We" or "Us" or "Our")


You as the Client (herein referred to as "You" or "Your" or "Client" or "Clients" or "Client" or "Clients") regarding Our eCommerce services. The use of "Staff" or "Agent" or "Agents" herein refers to any employee, director or representative of Wokingham IT Limited.

Wokingham IT Limited, registered for VAT in the United Kingdom with registration number GB326776767.

The use of "Product" or "Products" or "Service" or "Services" or "Service Contract" herein signifies any product or service We make available, including but not limited to: website development, consultancy advice, managed hosting, domain name registration, DNS hosting and content delivery network.

Changes to our Business Terms and Conditions

We may amend, add or remove points, paragraphs or clauses from Our Terms of Service from time to time. We may not always inform You in advance of changes to Our Terms of Service where We believe such changes will not materially disadvantage You. However, We will use Our best efforts to notify You in advance of our Terms of Service changes that may impede Your Services.

Your Services Agreement

1.1 Supplementary Terms

A signed Work Order accompanies development and Consultancy Services. Each Work Order shall constitute a separate agreement between the parties for the supply of Services. If there is any inconsistency between the terms of this Agreement and those of a Work Order, the terms of the Work Order will prevail to the extent that they expressly reference the provision in this Agreement that they intend to replace, supplement or amend. Otherwise, the terms of this Agreement will prevail.

1.2 Scheduling of Work

The scheduling of any work will only begin when the following criteria are satisfied:
  • We receive a signed Work Order relating to a project.
  • We have received any amount due, before scheduling.
  • Tentative dates are provided as a guide only and are subject to change based on availability. We cannot commit any dates until the above is received.
  • If You wish to postpone or cancel any part of the Services' provision under the Work Order once the We have scheduled them, then the You are required to give at least five working days prior notice in writing.
  • If adequate notice for the postponement is not provided, We will invoice you for the scheduled days that fall within the five working day notice period as if they had been delivered, in addition to the Fees due for Services already delivered.

1.3 Access to Standard Support

These Terms apply to Clients who have Standard Technical support services with us. If you have Extended Weekday or Extended Weekend support, please refer to your Work Order for details.
  • You agree that You are liable for all charges levied by Your telephone and Internet access provider from contact with Us.
  • Telephone support for Products and Services is available between 09:00 AM through 5:30 PM GMT or BST where applicable, Monday through Friday, excluding all UK public and bank holidays.
  • Email (via Our secure ticket system) and for Products and Services is available between the hours of 09:00 AM through 5:30 PM GMT or BST where applicable, Monday through Saturday, excluding all UK public and bank holidays.
  • We provide all Client, technical and billing support in English only. We cannot be held responsible in any way for problems, issues or faults due to translation or language breakdown.

Invoicing and Payments

This section relates to the invoicing and payments relating to your account. Your attention to invoices and prompt payment is appreciated, this keeps our administration to a minimum which keeps our costs low.
  • All our charges communicated verbally, by email or in a Work Order are exclusive of VAT.
  • We only charge in Pounds Sterling (GBP) - If you're paying internationally, it is your responsibility to ensure you complete accurate currency conversion with your bank.
  • Payments are to be made directly to our Bank Account, noted on your Invoice. Some customers may have the option to pay via Debit/Credit card, indicated on the Invoice.
  • All billing and invoice transactions including billing and invoice support, are processed during 9 AM through 5 PM GMT or BST where applicable, Monday through Friday, excluding all UK public and bank holidays.
Sales to individuals and companies located in EU Member States will incur the VAT rate of their respective country of origin. Should You operate a VAT registered company outside of the United Kingdom but within the European Union it may be possible to 'reverse charge' any Value Added Tax when You provide Us with Your valid VAT registration number. Clients whose legal trading entities are outside of the United Kingdom or European Union will not incur such VAT.

2.1 Due Payments

  • We operate a Payment on Receipt policy; this means our invoices are due when you receive them unless different Due Date is shown.
  • If you're eligible for any payment terms, these are marked clearly on your Invoice. If in doubt, please contact us for clarification.
  • We offer a grace period of 7 days for invoices, allowing for weekends and clearing times. 
  • Most Work Orders require full or partial payment before your work is scheduled and unless stated in your Work Order, this is due before your work is started. We reserve the right to remove your project from our schedule if payment is not received reasonably before the project start date.

2.2 Late Payments

Late payments harm our business productivity and increase the cost of providing services to You. We ask you to notify us of any interruption to your payments dates/schedule.
  • Late payments may be applied to any invoice that is more than one business day overdue.
  • Payments that are more than 30 days overdue will automatically incur a Late Fee, as follows:
    - Invoices up to £999 - £45 administrative fee
    - Invoices £1,000 - £9,999 - £75 administrative fee
    - Invoices exceeding £10,000 - £100 administrative fee
  • If we do not receive any payments within 60 days, we will refer your account to a professional debt recovery service. Recovery fees are payable in addition to the original invoice amounts.

2.3 Hosting Specific Terms

These terms relate if you have any of the following services with us: Dedicated Server, Managed Server, Magento Hosting, Shared Hosting (Website Hosting), Domain Names, Backups, Server Monitoring or Content Delivery Network (CDN).
  • Invoices for hosting services (except Domain Names) are billed monthly in advance; this means your first month may be more than usual to align your start date.
  • We reserve the right to suspend your services in full or part after 14 days if payment is not received for any arrears.
  • We reserve the right to terminate your services after 45 days if payment is not received and any arrears cleared on your account.
  • Domain name renewals are charged one month in advance of expiry and require full payment for renewal. We will not be held responsible for domains which are lapsed due to overdue invoices.

2.4 Invoice Disputes

Payment of undisputed invoices shall be due without any set-off, withholding, deduction, abatement or counterclaim no later than seven (7) calendar days after the date of the Invoice. If any portion of an invoice is disputed, the Client shall notify the Supplier of the reason for the dispute within three (3) calendar days of the date of the Invoice, and shall pay the undisputed portion in accordance with these terms.

2.5 Price Changes

From time to time, it may be necessary to increase Our Products and Services pricing to offset third-party cost increases beyond our control. Such third party costs may include but are not limited to, inflation, exchange rates, utility power, data centre, transit provider costs.
We aim to provide no less than 90 days of notice to You regarding price increases to any Product or Service to which you subscribe. If Your Product or Service is contracted to a length that extends such notice period, and You do not wish to accept the price increase, We may upon discussion authorise an early termination of Your Product or Service contract, at Our sole discretion.

2.6 Refunds

  • We do not issue refunds for Work Orders which have been executed in part or in full unless the fault is Ours. Please see Invoice Disputes with details on how to raise a dispute.
  • Where we make a discretionary refund, we will issue the payment without delay, within seven days of Us confirming your refund.
  • We do not refund part periods for Hosting, Domain Names or Technical Support & Maintenance contracts.

2.7 Cancellations

You may request the cancellation of your Maintenance & Technical Support and Hosting contract(s) by emailing projects@digitalthing.co.uk or writing to us at our Registered Office address.
  • For security reasons, we can only accept cancellation requests from Account Owners who are listed with the Account Owner status.
  • Cancellation requests are processed by our accounts team during Our standard working hours. We aim to acknowledge your request within 3 working days.
  • If You are outside of your minimum term (rolling contract), a cancellation period applies, please refer to your original Work Order.
  • If You are within your minimum term, the following Cancellation fees apply and are payable in full before your contract ends:
    - A fixed fee of £499
    - Any notice period contained on your original Work Order
  • You agree and understand that all terminations are subject to a minimum notice period, contained in your Work Order. This applies regardless of whether You or Us ends the agreement.

    We regret we cannot accept cancellations via telephone or instant message as we have a duty to confirm your identity to protect the security of your account with us.

2.8 Indemnity

  • You agree that You shall indemnify, save and hold Us harmless from any and all demands, liabilities, losses, costs and claims, including reasonable legal fees asserted against Us, Our agents, Clients, offices and Staff, that may arise or result from any acts or omissions of You, Your agents, staff or assigns in connection with the use of Our Products and Services.
  • You agree that We are not liable for any consequential damages which You may suffer as a result of loss of business, contracts, profits, clients or otherwise. We are unable to monitor or control any traffic over the Internet and exclude all liability for the publication of inaccurate, misleading, offensive or otherwise obscene materials which breach our Terms of Service or any laws.
  • You shall agree that a court may strike out or override any part of these Terms of Service if it considers them to be illegal, unenforceable or unfair and in such cases enforce only the Terms of Service as if the offending Clause or clauses had never been included.

Development and Consultancy

The Terms in this section apply to our development and consultancy services.

3.1 Scheduling of Work

  • Projects that are ready for delivery, where we’ve received payment and a signed Work Order will be scheduled, usually to start within 4 weeks
  • Projects that are delivered monthly (commonly known as Retainers) will be scheduled on regular monthly intervals, we reserve the right to postpone or remove from the schedule if one of more of the following occurs;
    a) Payment is delayed for more than 7 days
    b) Payment is not received late on two or more consecutive billing periods
    c) The account is in persistent arrears of 90 days or more
  • You understand that you will forfeit your entitlement to the scheduled hours as outlined in your Work Order if you fail to meet the obligations, and invoice terms set out in 2.1 of the Services Agreement.
Development and Consultancy Services are supported by the scope of work in the form of a Work Order. "Work Order" means a contract for Services agreed in writing. The Work Order will contain the following information:
  • A summary (overview) of the work, including the objective
  • Details of any third-party development or plugins
  • Any exclusions, or restrictions on the scope of work
  • Estimation of cost in hours (or fixed cost, where appropriate)
  • Details of payment terms
We use two types of Work Order for our development and consultancy;
  • Change Request - For smaller types of work, such as 1 - 4 hour projects or limited scope of changes
  • Project Proposal - For large scale projects, such as new websites, eCommerce stores or contracts for Services
Both types contain a Work Order which requires a signature.

3.2 Postponement of Projects

  • Some projects are allocated dates, these are estimates only, and time of essence does not form part of any contract unless explicitly stated in your Work Order.
  • Where we have not received clear instruction, permission to work, or project prerequisites (such as usernames, passwords, or other information relating to a project) we will be required to postpone the project until all information is available.
  • We require at least five (5) working days notice of any changes you wish to make to the delivery of your project. Where you fail to provide adequate notice for postponement of projects, the following administration charge will be applied to the hours scheduled as a fixed percentage of the cost of the hours scheduled:
    a) More than five days notice - 0%
    b) More three days notice, but less than five days - 25%
    c) Less than 48 hours notice - 100%
  • Projects that are postponed with less than 48 hours noticed are non-refundable and you agree to forfeit any prepayment made
  • For avoidance of doubt, any project postponement queries should be emailed to projects@digitalthing.co.uk

3.3 Reasonable Care and Skill

  • Our Services will be carried out by appropriately qualified personnel using reasonable care and skill and acting following good industry practice and all relevant laws and regulations.
  • We offer no other warranty to the Services, and any term, warranty, condition or liability expressed or implied by either common law or by statute as to skill, quality or fitness for any particular purpose of the Services is excluded.

3.4 Intellectual Property Rights

  • All intellectual property rights and any copyright, wherever in the world arising, in any reports, computer programs, know-how, techniques, concepts, ideas, improvements, inventions or discoveries ("Materials") used or developed by Us in fulfilling Our obligations under a Work Order shall at all times remain the property of Us.
  • The Client acknowledges and agrees that it shall not acquire any rights, title or interest in or to the same, save that the Client shall be entitled to use any Materials prepared for the Client by Us.

3.5 Limitation of Liability

  • Nothing in this Agreement or any Work Order shall exclude or limit either party's liability for (i) fraud or other criminal act, (ii) personal injury or death caused by the negligence of the party's employees in connection with the performance of their duties hereunder according to the relevant Work Order, or any other liability that cannot be excluded by law.
  • You acknowledge that the provision of the Services may result in loss of or damage to data stored on the Client's systems, whether such information is stored on the equipment which is the subject of the Services or otherwise. You agree that it is (You) are solely responsible for backing up such data, both before the commencement of and during the course of the Services.
  • You agree We shall not be liable for any loss, damage, costs or expenses suffered or incurred by You due to your failure or delay in so doing. 
  • In no event will We be liable for any damages resulting from: loss of, damage to or corruption of data, loss of use of data or systems, lost profits, loss of revenue, loss of anticipated savings, and any indirect or consequential loss. Such liability is excluded whether such damages were reasonably foreseeable or actually foreseen.
  • Our maximum aggregate liability to You for any cause whatsoever shall be for direct costs and damages only and will be limited to a sum equivalent to 125% of the aggregate of the Fees paid and payable by the You under the Work Order that is the subject of the claim.
  • To the fullest extent permitted by law, we hereby exclude all liability that it has not expressly accepted in this Agreement or a Work Order.
  • The limitations and exclusions set out in this Clause will apply regardless of the nature of the claim or the form of action, whether under statute, in contract, tort (including negligence), breach of statutory duty or any other claim or form of action.
  • For this Clause, "We" includes employees, sub-contractors and suppliers who shall therefore have the benefit of the limits and exclusions of liability set out in this Clause 9 in terms of the Contracts (Rights of Third Parties) Act 1999.
  • No action, regardless of form, arising out of transactions occurring under or contemplated under the relevant Work Order may be brought by either party more than three (3) years after the cause of action has accrued.

General Business Terms & Conditions

Fully Managed Servers

Our server support Services and managed hosting Products are designed to offer support and guidance for Clients who host websites on their servers. As such, we aim to support common Linux distributions and their packages relating to web hosting.
  • Our technicians are trained to work with CentOS and Ubuntu Linux distributions and are able to support common hosting-related packages. Our supported package list includes SSH, Apache, Nginx, Varnish, MySQL, PHP, PHP-FPM, haproxy, ProFTPd, PureFTPd, Exim, Dovecot, Courier, BIND, MyDNS, PowerDNS, Redis.
  • Should You ask Us for support and/or guidance toward a package, configuration, operating system or other item that is outside of Our supported package list, not customary to our technicians or marked as "End of Life" or "End of Support" by its manufacturer, publisher or maintainer, We will offer Our support on a non-standard best-effort basis. We are not able to guarantee the availability or quality or security for such non-standard best-effort support and any such support is delivered at Your risk and liability.
  • The extended support hours of Our server support and managed hosting Products and Services are defined as any time outside of standard support hours, 365 days per year, including all UK public and bank holidays. We operate with a limited skeleton staff during extended working hours.
  • We endeavour to reply to all support issues raised through ticket, e-mail and live chat within 4 hours during our standard support hours. We will use our best efforts to reply to tickets and e-mails during our extended support hours, however We cannot guarantee a response time.
  • Clients of Our Full management support Services can make use of our 24-hour 365-day extended support service available via telephone. This service is designated for "urgent" or "site down" or "site unusable" scenarios where immediate technical response is required. This service is available by calling our main telephone number (020 3475 9375) and choosing option 4 (Managed Hosting Services). This service may be removed, revoked or blocked to Clients who frequently misuse it.
  • Our server support Services and managed hosting Products feature server IP ping uptime monitoring every minute, and HTTP-status web site uptime monitoring every five minutes. Should We be alerted to more than one sequential failure of the ping and/or HTTP-status uptime monitoring, We guarantee to respond within 20 minutes during Our standard support hours, or within 40 minutes during Our extended support hours.As part of Our server support Services and managed hosting Products We are able to offer guidance and advice on web site visitor load testing, web site vulnerability testing and PCI-DSS compliance testing. We are able to undertake visitor load testing and vulnerability testing on Your web site directly, however such services are chargeable at an additional one-off or monthly fee depending on Your requirements.
  • As part of Our server support Services and managed hosting Products We are able to offer guidance and advice on suitable encryption of sensitive Client or core business data. Our technicians are able to offer encryption services to your requirements, however there may be an additional one-off or monthly fee for such services depending on Your requirements.

4.1 Server Backups

These terms are for Clients who opt for a Server Backup service.
  • Our cPanel Backup powered by cPremote and cPanel Backup powered by JetBackup Products are managed Products. This means We are responsible for the installation, maintenance and troubleshooting of the cPremote and/or JetBackup software on Your server. As part of such management, we must hold Your server's root login details to perform any maintenance and troubleshooting. Our cPanel Backup powered by cPremote and cPanel Backup powered by JetBackup Products require a Linux server of CentOS or CloudLinux, distribution and cPanel+WHM or cPanel+WHM VPS Optimized software installed. Typically We are able to install the cPremote and/or JetBackup software on most cPanel servers without encountering issues, however We cannot be held responsible for any incompatibility or problems arising from the use or installation of these softwares.
  • We can provide and ship a flash drive or external hard disk containing an encrypted copy of Your backups, which We advise You to request at least once yearly for full peace of mind. The cost for this service, not including any applicable tax or VAT or customs duty or sales duty or import duty, is:
    - £70 for Products or Services totalling up to 60GB data
    - £110 for Products or Services totalling up to 500GB data
    - £165 for Products or Services totalling up to 1TB data
    - £210 for Products or Services totalling up to 3TB data
  • We make every effort to ensure working corruption-free backups are made of Your data; however, We cannot be held responsible for any loss of data due to a system failure or the negligence of You or Us.

4.2 Uptime Guarantee

All Managed Server Products carry a 99.9% monthly uptime guarantee. If we have fallen short of this guarantee at the end of the month, service credits may be issued to Your account in accordance with the terms set out below.
  • 100% to 99.9% uptime – no credit
  • 99.89% to 99.8% uptime – 10% credit
  • 99.79% to 99.6% uptime – 30% credit
  • 99.59% to 99.4% uptime – 50% credit
  • 99.39% to 99.2% uptime – 70% credit
  • Less than 99.19% uptime – 90% credit
Our uptime guarantee covers the hardware and network link of the node Your Product is hosted on. The uptime guarantee does not cover individual virtual cloud server and storage servers, as they can be powered off and/or rebooted by You, or misconfigured and marked as offline.
  • Some Services - such as content delivery network and DNS hosting - carry a 100% monthly uptime guarantee. This uptime guarantee is applicable to the Service as a whole rather than individual endpoints or servers; for example, if one content delivery network endpoint or one DNS hosting server suffers an outage, a partial performance degradation may occur though the overall Service will continue to operate at 100% uptime. However, if multiple content delivery network endpoints or DNS hosting servers suffer an outage simultaneously, the Service may not maintain 100% uptime. If, at the end of the month, We have fallen short of the 100% uptime guarantee, service credits may be issued to Your account.
  • Our servers and nodes are monitored by StatusCake, an independent monitoring platform, and We will only base Our monthly uptime from the results of this platform. You may request a copy of the uptime information for any servers and nodes relating to your Products by submitting a support ticket or sending an e-mail. For Our security, such information is not openly published and thus is available on a per-request basis.
  • Any scheduled maintenance listed on our system status page including any resulting downtime is excluded from the uptime guarantee. Our system status page is available at http://www.hostingstatus.net.
  • From time to time You may experience DoS or DDoS attacks against Your Product or Service. During such times of DoS or DDoS attacks whereby You are notified by support ticket or a status update is published on our system status page, Our uptime guarantee is not applicable.
  • Select Products and Services include free DDoS attack mitigation, and/or chargeable DDoS attack mitigation services. All DDoS attack mitigation services are offered on a best-effort basis, and due to ever-evolving attack vector methods, We are not able to guarantee uptime or stability during such times of DDoS attacks. Subsequently, during times whereby DDoS attack mitigation methods are unsuccessful and such attack(s) are disrupting service for other Clients, We may be required to null route the IP addresses of Your Products and Services, or suspend Your Products and Services for the duration of the attack(s).
  • Any free or complimentary Products and Services that are offered alongside paid Products and Services - such as free backup space and DNS services - are not covered under Our uptime guarantee.

4.3 Acceptable Use Policy

You must not use Your Products and Services in any way which We believe, at Our sole discretion, may be unlawful, indecent or objectionable.

4.3.1 Restricted Usage

Our network, Your Products and Services must not be used for any of the following activities, including but not limited to:
  • Illegal use, including supporting or encouraging any type of illegal activities. We reserve the right to work and cooperate with the appropriate authorities and businesses regarding illegal use or activities.
  • Harming, or attempting to harm minors in any way, including the storage, sending or receiving of child pornography.
  • Threatening any person, business, organsation, or authority, including storing or sending material that threatens or encourages property destruction or bodily harm.
  • Copyright infringement, including fraudulently selling items, products or services. We reserve the right to work and cooperate with the corresponding copyright holders or authorities regarding copyright infringement.
  • Forgery or Impersonation, including tampering with network header information or attempting to illegally impersonate any person, business, organization or authority. The use of anonymous re-mailers or nicknames does not constitute impersonation.
  • Misuse of Networks and Services, including executing DDoS attacks, attempting to or accessing data not intended for You, or using excessive network resources, which may disrupt any Networks. We reserve the right to work and cooperate with the appropriate authorities regarding the disruption of Networks or Services.
  • Unsolicited e-mailing, including spamming and mail bombing.
  • IRC servers, IRC clients, IRC bots or any other IRC activities, including linking to external IRC servers.
  • Use any form of open-access/anonymous/public proxy or VPN applications, including 'web proxies' and 'ToR Relay/Exit Nodes'. (Private, personal and business VPN applications are permitted.)
  • We do not allow the hosting of any types of pornography or adult-related content on Our Products and Services. Examples of such content can include, but not be limited to, erotic videos/pictures/stories, forums or blogs with links to third party sites containing such content.

4.3.2 Resource Management

  • Should We find Your virtual cloud server or storage server to be using an intensive amount of resources that may cause service degradation to other Clients, We reserve the right to take action in an attempt to preserve Our overall quality of service. This action may include the throttling or limiting of Your Server and its resources, the temporary ban of resources, temporary shut down, or ultimately Product suspension.
  • It is Your responsibility for all use Your Products and Services, including any misuse, even if misuse was not caused directly by You. Therefore, actions should be taken to ensure it is not possible for others to gain unauthorised access to any part of Your Products and Services.
  • You should keep all access details including usernames and passwords secured in a safe place where access to this is restricted. It is prohibited to inform or share Your access details with unauthorised users. Attempting to access or gaining access to another user’s account, Product or Service is strictly prohibited.
  • We operate zero-tolerance spam and network abuse policy. We require You to comply with the CAN-SPAM Act of 2003 and any other laws or regulations that are applicable to bulk and/or commercial e-mail. You are required to offer easily accessible opt-out procedures for bulk e-mail lists and mailshots. It is preferred for all Clients to operate SPF and DKIM on their e-mail services. Should We find the IP address on which Your Products or Services are hosted becomes blacklisted, We will work with You to ensure You are compliant with the CAN-SPAM Act of 2003 and any other laws or regulations that are applicable to bulk and/or commercial e-mail. In some scenarios, We may take preventive measures such as the blocking or filtering of common e-mail ports in order to reduce the impact of IP address blacklistings.
  • Whilst We make reasonable efforts to ensure all IP addresses belonging to Us are not listed on spam or abuse blacklists, We cannot guarantee this. Should We assign You an IP address that is blacklisted, we are willing to assist you in removing such IP address from any blacklists.
  • If We believe Your Product or Service is, or has, been used in such a way that violates any part(s) of the Acceptable Use Policy as set out in clause 12, We reserve the right to instantly suspend the offending Product or Service, and in some scenarios terminate the offending Product or Service with or without informing You beforehand.

4.4 Limitation of Liability

We disclaim all liabilities in connection with the following:
  • a) Loss of any data.
    b) Incompatibility of Our Products or Services with any of Your equipment, software or telecommunications links.
    c) Technical problems, errors or interruptions beyond Our direct control.
    d) Computer viruses or malware obtained directly or indirectly from the use of Our Services or Products, including those of which We host but do not have explicit control over.
    e) Any security breaches which may affect the Services.
  • You that the provision of the Services may result in loss of or damage to data stored on the systems used by YOu, whether such data is stored on the equipment which is the subject of the Services or otherwise. The Client agrees that it (the Client) is solely responsible for backing up such data, both before the commencement of and during the course of the Services, and that the Supplier shall not be liable for any loss, damage, costs or expenses suffered or incurred by the Client as a result of Client's failure or delay in so doing. 
  • You accept all responsibility and liability for any data published or made available to the Internet through the use of Our Products and Services. Furthermore, We cannot be held responsible for any software or services provided by third parties made available through the use of Our Products and Services or the Internet.
  • We cannot be held responsible for failure or delay in performing Our obligations due to circumstances beyond Our direct control, including but not limited to acts of God or a government body, war, fire, strike or labour disturbance, unavailability of telecommunications, failure of third party hardware or software, inability to obtain raw materials, supplies or power used in or equipment needed for the provision of the Products and Services.

Domain Names

These terms apply to domain name registrations that are placed with Us.
  • Placing a domain name registration order with Us acknowledges You are giving Us permission to register an otherwise unregistered domain name on your behalf. You agree that Your name, postal address, email address and telephone number (or such details of Your company or organisation) will be publicly viewable via a WHOIS lookup. You are required to keep Your details accurate and up-to-date at all times. Failure to do so may result in Your domain name being suspended. Should Your details change at any time, You are obliged to update by sending a ticket or email with your updated details and requesting them to be updated accordingly.
  • Placing a domain name renewal or domain name transfer order with Us acknowledges You are giving Us permission to renew a domain name You already own on Your behalf. You agree that Your name, postal address, email address and telephone number (or such details of Your company or organisation) will be publicly viewable via a WHOIS lookup. You are required to keep Your details accurate and up-to-date at all times. Failure to do so may result in Your domain name being suspended. Should Your details change at any time, You are obliged to update them by sending a ticket or email with your updated details and requesting them to be updated accordingly.
  • In some scenarios it may be required for You to provide Us with an EPP code, transfer secret, change or update of an IPS tag, or other registrar-specific details, in order to fulfil a domain name transfer in to Us. Similarly, in order to perform a domain name transfer away from Us you may request an EPP code, transfer secret, change or update of an IPS tag, or other registrar-specific details by sending an email.
  • Many domain name registrations, renewals, transfers and updates enforce registrant validity checking. This is done by sending a confirmation email to the address on the WHOIS of Your domain name. Typically, a 15 day grace period is given for You to follow the instructions in the confirmation email and verify Your domain name, however, the length of the grace period may vary. Should You fail to confirm Your domain name within the grace period, the domain name will be suspended and may be terminated. Termination is irreversible and the domain name invoice is not refundable.
  • We allow the registration or renewal of domain names for a regular period of 1 year (365 days), with the exception of .uk domain names which are registered or renewed for a minimum of 2 years (730 days). Domain names will expire on the last day of Your registered period. Should You fail to renew Your domain name during its registered period, the domain name will then enter a retention deadlock period to prevent others from immediately registering this domain should You wish to re-register it. This retention period lasts for approximately 30 days for most domain names, except .uk, of which the retention period is 60 days. Should You wish to re-register your expired domain name during the retention period, there may be an additional (variable) administration fee applicable, in addition to the regular renewal cost. Once a domain name has passed the retention period We have no control over the domain as it becomes a publicly unregistered domain name. Should You wish to attempt to re-register a domain name that has passed the retention period, You may do this via regular domain name registration, however, there are no guarantees You will be able to re-establish ownership the domain name.
  • We make every effort to notify You of the domain names You have with Us that are soon to expire; thus, we send emails 50, 40, 30, 10 and 5 days in advance to the domain name expiring to the registered email address. We accept no liability for expired domain names should You miss these emails if they fail to deliver, if they are flagged as spam, You do not personally receive them and such like.
  • When You register, renew or transfer a domain name with Us, by default, this domain name will be configured to use Our nameservers. You may request that Your Product is linked with Your domain name(s) to edit Your DNS settings.
  • You acknowledge that You will not be able to change registrars of any domain name within the first 60 days of registration, renewal or transfer. This applies to all domain name renewals and domain name transfers to Us.
  • We reserve the right to refuse the registration or transfer of domain names that We deem, at our sole discretion, to be rude, offensive, objectionable or an infringement of copyright.
  • From time to time We may offer domain name registration and/or domain name transfer services free of charge with the purchase of select Products and Services, or otherwise under special offer, marketing, promotional or retention deals. Unless explicitly stated otherwise, free domain name offers or deals are only applicable for one registration period; after which, domain name renewal will be chargeable at the prices as published on Our website. Transferring Your free domain name(s) from Our Service to a new registrar will incur an administration fee of £25 per domain name.
  • If ordering or transferring a .uk domain with Us, the terms from Nominet viewable at the following link(s) apply in conjunction with Ours: http://www.nominet.org.uk/uk-domain-names/registering-uk-domain/legal-details/terms-and-conditions-domain-name-registration 

Performance Marketing

Performance Marketing includes our Google Ads, Bing Ads and Meta Ads Management services.
We use the following terminology throughout this section:
"Ad Network" refers to the network your ads are displayed on, either Google, Bing or Meta.
"Ad Account" is where we create your Ad campaigns and administer your budgets.
"ROAS" is Return on Ad Spend. Usually calculated as a percentage and referred to your return for every £1 spent.
“Campaign” is the top level name for a group of Ads that are set up and administered by us.
  • You understand that the prices quoted in our Work Orders are for management fees only. That means you'll need to pay the costs of your ads directly to the Ad network. We'll help you add a payment method to your Ad Account
  • We may suggest an Ad budget to spend on your account. We'll take reasonable steps to ensure your campaigns are configured to fit your budget. However, you acknowledge you could spend above the budget due to the complex nature of automated bid campaigns. We do not take responsibility for any excess spending on your Ad Account
  • If you fail to make payment against your Work Order we reserve the right to temporarily suspend or remove your Performance Marketing campaigns.

5.1 Measuring Performance Marketing Effectiveness

  • ROAS is our primary metric for measuring the effectiveness of Performance Marketing accounts
  • We initially set a target ROAS, usually 350-600%, based on our knowledge, research and understanding of your sector. Your ROAS may change in the first six weeks while your Ad Account is in learning mode. We'll let you know of any material changes
  • Where a campaign or campaigns are not performing to the expected ROAS, we'll pause, suspend or remove them without notice.

5.2 Performance Marketing Methodology

5.2.1 Knowledge-Based Services 

You are engaging us for access to our proprietary knowledge, expertise, and experience in Performance Marketing, which constitutes our intellectual service offering.

5.2.2 Non-Transferable Expertise 

Our services are rendered in real-time and involve applying our knowledge to your specific business, sector and industry. Our expertise is inherently non-transferable and remains our intellectual property.

5.2.3 No Rights Retained 

When our agreement ends, your right to access or use our knowledge, methodologies, strategies, and other intellectual services is immediately revoked. You acknowledge that our expertise are provided on a non-retained basis, and no intellectual property rights are transferred or licensed.
At the end of your agreement, our intellectual property will be removed from your account. It may contain campaign information, Ad groups, metrics, testing strategies, and any other campaign we have monitored, optimised, suspended, or any other such change that affects the campaign's performance.

5.2.4 Confidentiality of Methods 

You acknowledge that you may benefit from the tangible results of our knowledge during the duration of your agreement; the underlying methods, processes, and details of our expertise are confidential and proprietary to us and shall not be retained or used by you thereafter.

5.3 New Performance Marketing Accounts

These terms apply to new accounts we set up using the Google, Bing or Meta Ad network.
  • We'll take all reasonable steps to set up your Performance Marketing accounts within 14 days of receiving your signed Work Order. Some Ad networks may require additional verification through business documentation. You understand you must supply the documentation to us or the Ad network to ensure your services are not suspended or paused. We cannot be held responsible for delays caused while this process is completed.
  • Your project contains some prerequisites, please refer to your Proposal for full details. We are able to progress your project once they are complete.

5.4 Existing Performance Marketing Accounts

These terms apply to accounts we take over but are already set up Google, Bing or Meta Ad network.
  • Existing accounts are based on the assumption that they are fully set up and are capable of serving Ads. Our standard out-of-contract rate will apply when additional work is required to rectify an existing problem. We'll let you know before any work is carried out and charges are raised
  • Where we inherit existing Campaigns in your Ad account, we'll manually review their performance and make optimisations, as outlined in our methodology in section 5.2
  • We may pause or remove existing campaigns that are not working effectively based on our methodology in section 5.2

5.5 Limited Liability

5.5.1 You agree that we shall not be liable for any indirect, special, incidental, consequential, or exemplary damages arising from the use of our Performance Marketing services. This includes, but is not limited to, loss of revenue, anticipated profits, business, savings, goodwill, or data. Please see section 3.5 for more information.
5.5.2 For us to begin work on your Ad Account, you agree to transfer us the rights of all intellectual property relating to your account, including any existing set up, campaign, keyword, click-through or cost-per-click metrics. You may back up or remove these before granting us access to manage your account should you wish to do so.
5.5.3 We do not guarantee any specific outcomes, including but not limited to click-through rates, conversion rates, or return on investment related to the Google Ads services. Please see section 5.1 for more information.

Contact Information

Questions about the Terms of Service should be sent to us at projects@digitalthing.co.uk.

Wokingham IT Limited trading as digital thing
Office 10 Level 4 Easthampstead Works
Town Square
RG12 1BH

Company No. 11988326
VAT No. GB 326 632 964