Contents
These terms apply to all services provided by Ashford Technologies Limited (Company No. 06437199), registered at Poplar House, 5 The Poplars, Colchester, England, CO3 9DS. References to “we”, “us”, or “our” refer to Ashford Technologies Limited. References to “you” or “client” refer to any individual, company, or organisation engaging our services.
1. About Us
Ashford Technologies Limited is a private limited company incorporated in England and Wales.
- Company name: Ashford Technologies Limited
- Company number: 06437199
- Registered address: Poplar House, 5 The Poplars, Colchester, England, CO3 9DS
- Email: info@ashfordtech.co.uk
- Website: https://www.ashfordtech.co.uk
- Incorporated: 26 November 2007
2. Acceptance of Terms
By requesting a quote, signing a proposal, placing an order, or using our website, you confirm that you have read, understood, and agree to be bound by these Terms and Conditions in their entirety. If you do not agree to these terms, please do not use our services or website.
These terms may be updated from time to time. The version published on our website at the time of your engagement applies. We will notify existing clients of material changes by email.
3. Our Services
Ashford Technologies Limited provides a range of IT and technology services including, but not limited to:
- Custom software design and development
- Cloud hosting, migration, and infrastructure management
- Managed IT services and helpdesk support
- Cybersecurity services and consultancy
- Web design and development
- Mobile application development
- AI and process automation
- Business intelligence and reporting
- IT consultancy and digital transformation
- Database design and migration
The specific scope, deliverables, timescales, and costs of each engagement are defined in a written proposal or statement of work agreed between both parties before work commences. In the event of any conflict between these Terms and a signed proposal, the proposal shall take precedence in respect of scope and commercial terms only.
4. Quotations and Proposals
All quotations and proposals provided by Ashford Technologies Limited are valid for 30 days from the date of issue unless otherwise stated in writing. Quotations are based on the information provided to us at the time. If requirements change materially after a quote has been issued, we reserve the right to revise our pricing accordingly.
A project commences only upon written acceptance of a proposal and, where applicable, receipt of any required deposit payment. Verbal agreements do not constitute a binding contract.
Any changes to agreed scope must be requested in writing. We will assess the impact on timescale and cost and provide a written change order for approval before proceeding.
5. Payment Terms
5.1 Invoicing
Unless otherwise agreed in a signed proposal, our standard payment terms are as follows:
- A deposit of 50% of the total project value is due before work commences.
- The remaining balance is due upon completion and delivery of the agreed work, or in agreed milestone instalments.
- Invoices are payable within 14 days of the invoice date.
- Ongoing managed services and retainer agreements are invoiced monthly in advance.
5.2 Late Payment
We reserve the right to charge interest on overdue invoices in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, currently at 8% above the Bank of England base rate. We also reserve the right to suspend services where invoices remain unpaid beyond 30 days of the due date.
5.3 Expenses
Any reasonable pre-approved expenses incurred during the delivery of services (such as travel, third-party software licences, or hosting costs) will be invoiced separately unless included in an agreed fixed-price proposal.
6. Intellectual Property
6.1 Our Intellectual Property
All intellectual property rights in our proprietary tools, methodologies, frameworks, libraries, and pre-existing code remain the property of Ashford Technologies Limited at all times. Nothing in these terms transfers ownership of our proprietary IP to you.
6.2 Client IP
Upon receipt of full and final payment for a project, and subject to these terms, we assign to you all intellectual property rights in the custom deliverables created specifically for you under that engagement, to the extent that they are not based on our proprietary IP.
6.3 Licence to Use
Where deliverables include or incorporate our proprietary tools or frameworks, we grant you a non-exclusive, non-transferable, royalty-free licence to use those elements solely in connection with the deliverables provided, for the duration of your use of those deliverables.
6.4 Portfolio Use
Unless you request otherwise in writing, we reserve the right to reference the fact that we have worked with you and to include a general description of the project in our marketing materials and portfolio. We will not disclose confidential information or proprietary business data in any such reference.
7. Confidentiality
Both parties agree to keep confidential all information disclosed by the other that is identified as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure. This obligation survives termination of the engagement for a period of three years.
Confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; (c) is required to be disclosed by law or court order.
8. Client Responsibilities
To ensure successful project delivery, you agree to:
- Provide us with accurate, complete, and timely information required for the project.
- Designate a named point of contact with authority to make decisions and approve deliverables.
- Review and provide feedback on deliverables within the agreed timescales. Delays caused by late feedback may result in revised delivery dates and additional costs.
- Ensure that any content, data, or materials you provide to us do not infringe third-party rights.
- Maintain appropriate backups of your data and systems. We accept no liability for data loss arising from your failure to maintain adequate backups.
- Comply with all applicable laws and regulations in your use of our deliverables.
9. Limitation of Liability
Important: Please read this section carefully as it limits our liability to you.
To the fullest extent permitted by applicable law:
- Our total aggregate liability to you in connection with any engagement shall not exceed the total fees paid by you to us in the 12 months preceding the event giving rise to the claim.
- We shall not be liable for any indirect, special, incidental, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, or business interruption, howsoever caused.
- We shall not be liable for any losses arising from your failure to fulfil your responsibilities as set out in Section 8.
- We shall not be liable for delays or failures caused by circumstances outside our reasonable control (force majeure).
Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law.
10. Warranties and Disclaimers
We warrant that:
- We have the right and authority to enter into these terms and provide the services described.
- Services will be provided with reasonable skill and care in accordance with good industry practice.
- Custom software deliverables will materially conform to the agreed specification for a period of 30 days following delivery (the “Warranty Period”). During this period, we will remedy any defects caused by our work at no additional charge.
Except as expressly set out in these terms, all warranties, representations, and conditions, whether express or implied, are excluded to the fullest extent permitted by law. We do not warrant that our services will be uninterrupted or entirely error-free, or that any specific business outcome will be achieved.
11. Termination
11.1 Termination by Either Party
Either party may terminate an engagement immediately by written notice if the other party: (a) commits a material breach of these terms and fails to remedy it within 14 days of written notice; (b) becomes insolvent, enters administration, or is subject to winding-up proceedings.
11.2 Termination by You
You may terminate a project engagement at any time by giving 30 days’ written notice. Upon termination, you shall pay for all work completed up to the termination date, plus any non-recoverable costs incurred by us.
11.3 Termination by Us
We may terminate a project engagement with 30 days’ written notice if you fail to make payment when due or if working conditions become untenable. In such circumstances, we will deliver all completed work to you and invoice for work completed to date.
11.4 Ongoing Service Agreements
Managed service and retainer agreements continue until terminated by either party giving at least 30 days’ written notice, unless a fixed term is specified in the agreement.
12. Data Protection
Both parties agree to comply with all applicable data protection legislation, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. Where we process personal data on your behalf, we do so as a data processor and will enter into a data processing agreement as required.
Our collection and use of personal data is described in our Privacy Policy.
13. Website Use
Our website at https://www.ashfordtech.co.uk is provided for general information purposes. While we take reasonable steps to ensure the accuracy of information on our website, we make no representations or warranties regarding its completeness or accuracy. We reserve the right to change or remove content at any time without notice.
You must not misuse our website by introducing viruses, trojans, or other malicious material. You must not attempt to gain unauthorised access to our website or any connected systems.
Our website may contain links to third-party websites. We are not responsible for the content or practices of those websites and inclusion of a link does not constitute an endorsement.
14. Governing Law and Disputes
These Terms and Conditions and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of England and Wales.
Both parties agree to attempt to resolve any dispute informally in the first instance by notifying the other party in writing. If the dispute cannot be resolved within 30 days, the parties agree to submit to the exclusive jurisdiction of the courts of England and Wales.
15. Contact Us
If you have any questions about these Terms and Conditions, please contact us:
Ashford Technologies Limited
Poplar House, 5 The Poplars, Colchester, England, CO3 9DS
Company No. 06437199