This Website Project Agreement & Special Terms (“Project Agreement”) is made between GorillaHub (“the Supplier”) and the Customer (as identified in the associated Quote or Statement of Work).
This is a standalone document designed to govern specific website development projects. By signing this Project Agreement, the Customer acknowledges that they have also read, understood, and agree to be bound by the GorillaHub General Terms and Conditions found at gorillahub.co.uk/terms-and-conditions, which are incorporated herein by reference. In the event of any conflict between the General Terms and Conditions and this Project Agreement, the terms of this Project Agreement shall prevail.
1. Project Execution and Timeline
1.1. The Supplier provides managed website services, typically operating on an accelerated development cycle.
1.2. The project shall commence upon the date the Deposit is received in cleared funds (“Commencement Date”).
1.3. Any estimated “Go-Live” dates are contingent upon the Customer’s timely performance of their obligations, specifically the provision of Content as defined in Section 2.
2. Content Provision and Stalled Projects
2.1. The 7-Day Rule: The Customer must provide all necessary text, images, and brand assets (“Content”) within seven (7) calendar days of the Commencement Date.
2.2. Financial Trigger for Delay: Should the Customer fail to provide the required Content within seven (7) calendar days, the project will be deemed “Stalled.” Upon a project becoming Stalled, the remaining fifty percent (50%) of the total project fee shall become immediately due and payable.
2.3. Re-activation Fee: Projects that remain Stalled for more than thirty (30) days will be closed. To restart a closed project, the Customer must pay a non-refundable Re-activation Fee of £150 +VAT.
2.4. AI Placeholder Usage: To maintain momentum, the Supplier reserves the right to use AI-generated placeholder content if Customer Content is delayed. The Customer remains solely responsible for the accuracy, legality, and proofreading of all final content.
3. Completion and Deemed Acceptance
3.1. The Review Window: Upon notification by the Supplier that the website is ready for review, the Customer has seven (7) calendar days to provide a single, comprehensive written list of any bugs or deviations from the original specification (“Punch List”).
3.2. Deemed Acceptance: If no Punch List is provided within seven (7) calendar days, the Services shall be Deemed Accepted.
3.3. Payment Trigger: Deemed Acceptance triggers the immediate requirement for the final balance payment. The Supplier is under no obligation to “Go-Live” or provide Administrative Access until the final balance is cleared.
4. Intellectual Property and Administrative Access
4.1. Conditional Transfer: Notwithstanding Clause 3 of the General Terms, ownership of the website’s Foreground Intellectual Property (IP) shall only transfer to the Customer once all invoices related to the project have been paid in full and cleared.
4.2. No Pay, No Access: Administrative Access to the website and hosting environment will be strictly withheld until the project is paid in full.
4.3. Default Rights: In the event of a payment default exceeding fourteen (14) days from the due date, the Supplier reserves the right to suspend the website and remove any code or content from the live environment without liability for any resulting loss of business or data.
5. Limitation of Liability (The “Third-Party” Shield)
5.1. Third-Party Integrations: The Supplier often integrates third-party software (e.g., Booking Systems, CRM tools, Payment Gateways). The Supplier provides no warranty for the continuous operation of these third-party services.
5.2. Exclusion of Rectification Costs: The Supplier shall not be liable for costs incurred by the Customer in hiring third parties to “rectify” or “fix” configurations. Any such issues must be reported to the Supplier for resolution under the standard Warranty.
5.3. Exclusion of Consequential Loss: To the fullest extent permitted by law, the Supplier shall not be liable for any loss of profits, loss of bookings, loss of revenue, or any indirect or consequential loss arising from website downtime or technical malfunction, regardless of the cause.
5.4. Liability Cap: Total liability for any single project shall be strictly limited to the total amount paid by the Customer for that specific build.
6. Managed Care Plans and Minimum Term
6.1. Care Plan Requirement: Managed builds are provided on the condition that the website remains on a GorillaHub Care Plan.
6.2. Minimum Term: New website projects are subject to a minimum Care Plan term of twelve (12) months.
6.3. Early Termination & Release Fee: If the Customer terminates the Care Plan within the first twelve (12) months, a “Build Balance” fee (calculated as the difference between the discounted project rate and the standard market rate) will be payable to release the site files and transfer IP ownership.
6.4. Third-Party Licensing: Upon termination of a Care Plan, the Customer is responsible for procuring their own licenses for any premium themes or plugins previously covered by the GorillaHub agency license.
7. Warranty
7.1. The Supplier provides a technical warranty for a period of thirty (30) days from the date of Acceptance (or Deemed Acceptance). This covers the rectification of bugs or errors in the Supplier’s own code.
7.2. The warranty specifically excludes issues caused by Customer interference, third-party plugin updates, or API changes by external providers.
Last Updated: 30th May 2026
