APPLICABLE TO ALL SERVICES PROVIDED BY LUMEN IQ LIMITED
Last Updated: November 2025
Company Name: Lumen IQ Limited
Registered Number: 16878795
Registered Address: 128 City Road, London, EC1V 2NX
1. Definitions and Interpretation
1.1. “Agreement” means these General Terms and Conditions, the relevant Schedule(s), any corresponding Statement of Work (SOW), and the pricing set out therein.
1.2. “Company,” “We,” “Us” means Lumen IQ Limited and any of its associated subsidiaries or trading entities.
1.3. “Client,” “You,” “Your” means the individual, firm, or company contracting with the Company for the provision of Services.
1.4. “Services” means the services provided by the Company as set out in the relevant SOW or accepted order, including Professional Services, Platform Services, Hosting/Domain Services, and Marketing Services (as further detailed in the Schedules).
1.5. “Statement of Work” (SOW) means a document setting out the agreed scope, deliverables, costs, and timeline for specific Services.
1.6. “Third Party Platform” means any software, application, or service provided by a third party (e.g., Microsoft, Google, Amazon Web Services, Domain Name Registration Services) which the Company manages, implements, or resells as part of the Services.
2. Basis of Contract
2.1. These Terms and Conditions apply to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing.
2.2. A contract for Services shall be deemed established and legally binding only upon the Company’s written acceptance (email is sufficient) of a Client’s order or a signed SOW, and is subject to these Terms and Conditions.
2.3. The Company reserves the right to refuse any order or request for Services at its sole discretion.
3. Client Obligations and Warranties
3.1. The Client shall cooperate with the Company in all matters relating to the Services and shall ensure that all information provided to the Company is complete, accurate, and not misleading.
3.2. The Client warrants that it has the necessary authority to enter into this Agreement and that its use of the Services will comply with all applicable laws and regulations.
3.3. The Client acknowledges that the Company’s ability to perform the Services is dependent upon the Client’s full and timely cooperation, as well as the accuracy and completeness of the information and data provided.
4. Charges and Payment
4.1. The charges for the Services shall be detailed in the relevant SOW or price list. All charges are exclusive of Value Added Tax (VAT) and any other applicable taxes, which shall be added to the invoice at the prevailing rate.
4.2. Unless otherwise agreed in the SOW, the Company shall invoice the Client monthly in advance or upon completion of specific milestones.
4.3. The Client shall pay all invoices in full and cleared funds within fourteen (14) days of the invoice date. Time for payment shall be of the essence of the Agreement.
4.4. If the Client fails to make any payment due to the Company by the due date, the Company shall, without limiting its other remedies:
a) Be entitled to charge interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment, at four percent (4%) per annum above the Bank of England’s base rate from time to time.
b) Be entitled to suspend all Services immediately until payment has been made in full. The Company shall have no liability whatsoever for any loss or damage suffered by the Client as a result of such suspension.
4.5. Advance Payments and Commitments: Where Services, particularly those involving Third Party Platforms or annual licences, are paid for in advance or carry annual commitments, the Client acknowledges that such payments are non-refundable upon early termination or cancellation by the Client.
5. Intellectual Property Rights (IP)
5.1. All Intellectual Property Rights (IPR) in or arising out of or in connection with the Services (including any methodology, template code, or bespoke development unless explicitly transferred under 5.3, shall be owned exclusively by the Company.
5.2. IPR in any materials, content, data, or software supplied by the Client to the Company (“Client Materials”) shall remain vested in the Client or its applicable licensors at all times. The Client warrants that it has the full right, title, and authority to use and license the Client Materials and that the use of such Client Materials by the Company in providing the Services will not infringe the Intellectual Property Rights of any third party.
5.3. Upon receipt by the Company of all sums due under the relevant SOW, the Company shall transfer ownership of the files and materials specifically created for the Client as bespoke deliverables during the project, and grants the Client the right to use these files for any purpose intended by the Agreement. This transfer expressly excludes any pre-existing Company IP, templates, tools, or third-party licences referred to in 5.4.
5.4. The Company retains full ownership of all IPR in any template designs, underlying code, methodologies, tools, or intellectual property created or owned by the Company prior to the execution of this Agreement (“Background IP”), including any improvements or modifications made during the provision of the Services. The Client is granted a non-exclusive, perpetual, royalty-free license to use the Background IP solely to operate the deliverables created under this Agreement.
5.5. Unless otherwise explicitly agreed in writing in the SOW, the Company reserves the right to display any aspect of the completed project and deliverables across its media platforms, including, but not limited to, portfolios, social media, and marketing materials.
6. Data Processing Obligations
6.1. The Company shall only process the Client Personal Data on documented instructions from the Client, including with regard to transfers of the Personal Data outside the UK or EEA, unless required to do so by applicable UK or EU law.
6.2. The Company shall ensure that all persons authorised to process the Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality.
6.3. The Company shall implement and maintain appropriate technical and organisational measures to ensure a level of security appropriate to the risk of the processing.
6.4. The Company shall, taking into account the nature of the Processing, assist the Client by appropriate technical and organisational measures for the fulfilment of the Client’s obligations to respond to requests for exercising Data Subject rights.
6.5. The Company shall provide reasonable assistance to the Client in ensuring compliance with the Client’s obligations regarding data security and breach notifications.
6.6. The Company shall notify the Client without undue delay after becoming aware of a Personal Data Breach affecting the Client Personal Data.
6.7. Following the termination of the Services, the Company shall, at the choice of the Client, delete or return all Personal Data to the Client, and delete existing copies, save where required by applicable UK or EU law to retain the data.
6.8. The Company shall make available to the Client all information necessary to demonstrate compliance with this Section 6 and shall allow for and contribute to reasonable audits and inspections conducted by the Client or a mandated auditor.
6.9. The Client grants general written authorisation for the Company to engage sub-processors. The Company shall update sub-processors as required to run the business and provide the Services, and shall maintain an updated list of these sub-processors. The Company shall impose the same data protection obligations on its sub-processors as set out in this Section 6.
6.10. The Company shall ensure that any transfer of Personal Data outside the UK or EEA is conducted in accordance with GDPR, using appropriate safeguards (such as Standard Contractual Clauses) where applicable.
7. Warranties and Limitation of Liability
7.1. The Company warrants that it shall perform the Services with reasonable skill and care.
7.2. All other warranties, conditions, or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
7.3. The Company shall not be liable to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any:
a) Loss of profits, sales, or business.
b) Loss of anticipated savings.
c) Loss of or corruption of data, information, or software.
d) Indirect or consequential loss.
7.4. The total aggregate liability of the Company to the Client for any loss or damage arising under or in connection with this Agreement shall be limited to the lesser of (i) the total fees paid by the Client for the specific Services giving rise to the claim in the twelve (12) months immediately preceding the date on which the claim arose; or (ii) £25,000.
7.5. Nothing in this Agreement shall limit or exclude the Company’s liability for death or personal injury caused by its negligence, or for fraud or fraudulent misrepresentation.
8. Indemnity
8.1. The Client shall indemnify the Company against all liabilities, costs, expenses, damages, and losses (including any direct, indirect, or consequential losses, loss of profit, loss of reputation, and all interest, penalties, and legal and other reasonable professional costs and expenses) suffered or incurred by the Company arising out of or in connection with:
a) Any breach by the Client of the warranties contained in Clause 3.2.
b) Any claim made by a third party arising out of or in connection with the Company’s use of any materials or IP provided by the Client.
c) Any breach by the Client of the terms of any Third Party Platform or service used in connection with the Services.
9. Confidentiality
9.1. Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients, or suppliers of the other party, except as permitted by Clause 9.2.
9.2. Each party may disclose the other party’s confidential information:
a) To its employees, officers, representatives, subcontractors, or advisers who need to know such information for the purposes of carrying out the party’s obligations under the Agreement.
b) As may be required by law, a court of competent jurisdiction, or any governmental or regulatory authority.
10. Termination
10.1. Without affecting any other right or remedy available to it, the Company may terminate this Agreement or any SOW with immediate effect by giving written notice to the Client if:
a) The Client fails to pay any amount due under this Agreement on the due date for payment.
b) The Client commits a material breach of any term of this Agreement which breach is irremediable or (if such breach is remediable) fails to remedy that breach within seven (7) days after being notified in writing to do so.
c) The Client takes any step or action in connection with its entering administration, provisional liquidation, bankruptcy, or any similar event.
10.2. The Client may terminate this Agreement or any specific SOW (unless otherwise stated in the SOW) by giving the Company at least thirty (30) days’ written notice. Termination shall be subject to the Client paying all outstanding fees and liabilities accrued up to the effective termination date, including non-refundable advance payments and annual commitments as detailed in Clause 4.5 and Schedule 2.
10.3. Upon termination of the Agreement for any reason:
a) The Client shall immediately pay to the Company all outstanding unpaid invoices and interest.
b) The Client shall immediately cease use of all Services and return or destroy all confidential information and materials belonging to the Company.
c) Termination shall not affect any rights, remedies, obligations, or liabilities of the parties that have accrued up to the date of termination.
11. Changes to our Terms and Conditions
11.1. We have the right to revise and amend these terms and conditions from time to time. The latest versions will always be available on our website at https://www.lumeniq.uk/terms-conditions/.
11.2. On renewal or when a new invoice is issued, the latest terms and conditions available on our website will always apply to the continued provision of the Services.
11.3. No variation of these terms and conditions shall be valid unless it is in writing and signed on our behalf.
12. Written Communications
12.1. Applicable laws require that some of the information or communications we send to you should be in writing. When using our website, you accept that communication with us will be mainly electronic via email.
12.2. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
13. Notices
13.1. All formal notices given by you to us must be given though our online system. You will receive a unique reference ID for each notice submitted to confirm receipt.
13.2. We may give notice to you at either the then current e-mail or postal address registered against your account with us.
14. Third Party Rights and Transfer of Rights and Obligations
14.1. Neither you nor we intend that any term of the Contract will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
14.2. You may not transfer, assign, charge or otherwise dispose of the Contract, or any of your rights or obligations arising under it, without our prior written consent.
14.3. We may transfer, assign, charge, sub-contract or otherwise dispose of the Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
15. Events Outside Our Control (Force Majeure)
15.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by events outside our reasonable control (“Force Majeure Event”).
15.2. A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
a) misuse, alteration or interference by you or any third party of our servers or systems (including virus and hacker attacks);
b) strikes, lock-outs or other industrial action;
c) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
d) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
e) impossibility of the use of public or private telecommunications networks; and
f) the acts, decrees, legislation, regulations or restrictions of any government.
15.3. Our performance under the Contract will be deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.
16. Waiver
16.1. If we fail, at any time during the Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
16.2. A waiver by us of any default shall not constitute a waiver of any subsequent default.
16.3. No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
17. Severability and Entire Agreement
17.1. If any of these terms and conditions or any provisions of the Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
17.2. These terms and conditions and any document expressly referred to in them represent the entire agreement between us both in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
17.3. We each acknowledge that, in entering into the Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these terms and conditions.
17.4. Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.
18. Governing Law and Jurisdiction
18.1. This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
18.2. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement or its subject matter or formation.
Schedule 1: Digital Services
This Schedule applies where the Services include any form of digital services and consultancy provided by the Company.
S1.1 Scope, Change Control, and General
S1.1.1. The Company shall provide the Services, as described in the mutually agreed SOW or Contract.
S1.1.2. If either party wishes to change the scope or execution of the Services, it shall submit a written request to the other party.
S1.1.3. The Company is under no obligation to agree to a change request. If the Company agrees, it will issue a Contract Change Notice (CCN) outlining adjustments to the fees, resources, and timetable. The Services shall only proceed with the change once the revised SOW or CCN has been agreed and signed by both parties.
S1.1.4. Delays caused by the Client’s failure to provide information, decisions, or approvals on time may result in additional charges at the Company’s standard rates.
S1.2 Client Responsibilities
S1.2.1. The Client acknowledges and accepts sole responsibility for making all final business decisions based on the advice or deliverables provided by the Company.
S1.2.2. The Client is solely responsible for procuring and maintaining all necessary licences, consents, and permissions relating to any Third Party Platform, hardware, or software required for the Services.
S1.2.3. The Client must approve any changes required for the efficient delivery of the Services, including but not limited to, website modifications, platform configurations, or deployment schedules.
Schedule 2: Platform & Subscription Services
This Schedule applies where the Services include access to a proprietary platform, software licence management, or ongoing subscription-based technical support.
S2.1 Provision of Services
S2.1.1. The Company shall use commercially reasonable efforts to make the Platform Services available with an uptime percentage as set out in the SOW, subject to scheduled maintenance and factors outside the Company’s control. The Company does not guarantee uninterrupted service and shall not be liable for any downtime.
S2.1.2. Access to the Platform Services is granted solely through a non-exclusive, non-transferable, revocable licence, strictly for the Client’s internal business operations.
S2.2 Platform, Software Licenses & Tools
S2.2.1. The Client acknowledges that Platform Services often rely on or include components of Third Party Platforms and Tools (e.g., Microsoft Azure, Google Cloud, Amazon Web Services, etc.). Platform also means Tools/Software throughout this Agreement.
S2.2.2. The Client agrees that it is bound by and shall comply with the terms and conditions and privacy policies of any such Third Party Platform.
S2.2.3. The Company provides no warranty or guarantee regarding the availability, functionality, or performance of any Third Party Platform. The Company is expressly excluded from liability for any loss or damage arising from the acts or omissions of any Third Party Platform provider.
S2.2.4. Where the Company manages Third Party Platform licences (e.g., software), the Client must ensure that payment is made to the Company prior to any external renewal deadlines. The Company accepts no liability for the failure to renew any licence due to late payment or non-payment by the Client.
S2.2.5. If the Client contracts and pays for any Third Party Platform directly, the Company’s role is strictly limited to consultancy or implementation support. The Client accepts all responsibility for managing payments, renewals, and compliance with the Third Party Platform’s terms, and the Company’s liability remains excluded as per Clause 7.4.
S2.2.6. The Client remains fully liable for all third-party subscription costs, licences, or annual commitments entered into on their behalf by the Company, even if the Services are terminated by the Client before the end of the commitment period. Such advanced or committed payments are non-refundable, as detailed in Clause 4.5.
S2.3 Third Party Acceptance Authority
S2.3.1. The Client hereby grants the Company explicit authority to agree to the Service Agreements, Terms of Service, and other relevant policies on their behalf, for each product and service provided by an external provider, and any other terms or third-party agreements deemed necessary by the Company for the provision of the Services. This is necessary to ensure the smooth, continuous running of third-party services.
S2.3.2. The Client grants the Company the authority to agree to updates to the Microsoft Cloud Agreement and other relevant Microsoft Terms on the Client’s behalf, for each product and service provided by Microsoft.
- The latest version of the Microsoft Services Agreement is available here.
- The latest version of the Microsoft Azure Terms are available here.
S2.3.3. The Client grants the Company the authority to accept the Google Cloud Terms on the Client’s behalf.
- The latest version of the Google Cloud terms are available here.
S2.3.4. The Client grants the Company the authority to accept the AWS Customer Agreement and related service terms on the Client’s behalf.
- The latest version of the AWS Customer Agreement is available here.
Schedule 3: Digital Marketing Services
S3.1 Provision of Services
S3.1.1. The Company shall provide Marketing Services without a Service Level Agreement (SLA), unless otherwise explicitly agreed in a corresponding SOW.
S3.1.2. Marketing Services are expressly provided without warranty. The Client acknowledges that digital marketing performance is inherently unpredictable and subject to external factors outside the Company’s control (e.g., search engine algorithm changes, competitor activity, market conditions). The Company makes no guarantee that any Services will result in a specific increase in ranking, traffic, conversions, or revenue.
S3.1.3. All strategies, methodologies, research data, campaign structures, keywords, negative keyword lists, and historical performance records created or maintained by the Company as part of the Marketing and Strategic Services shall remain the Company’s Intellectual Property and shall not transfer to the Client upon termination of the Agreement, unless explicitly agreed otherwise.
S3.1.4. The Client is granted a limited, non-exclusive licence to benefit from the Marketing Services during the term of this Agreement, which shall automatically and irrevocably terminate upon termination of the Contract.
S3.1.5. The Company may require administrative logins to different websites and platforms to implement changes, which the Client must provide. If the Client cannot provide the necessary access, the agreed changes cannot be made, and the Company is not liable for any resulting underperformance of the Services.
S3.1.6. The Company shall not incur any media spend charges to the Client that exceed the agreed campaign budget without the Client’s prior written consent. The Client acknowledges that all such marketing spend must be settled upfront as per the general payment terms detailed in Clause 4 of this Agreement.
S3.2 Third Party Accounts
S3.2.1. All advertising accounts (e.g., Google Ads, Facebook Ads) created, managed, or operated by the Company remain the sole property of the Company, unless explicitly agreed otherwise in a signed SOW.
S3.2.1. The Company will require access to the Client’s Google Analytics account (or other web analytics services). If the Client cannot provide this access, a new account will be set up, and comparisons to historic data may not be available.
S3.3 Suspension & Termination
S3.3.1. The Company may suspend the provision of the Marketing Services if any amount due to be paid by the Client to the Company under the Contract is overdue. This right is in addition to the Company’s right to suspend all Services under Clause 4.4(b).
S3.3.2. On termination of the Marketing Services, all deliverables completed by the Company will remain active, however any ongoing subscriptions provided and access to live reporting dashboards will cease on termination of the contract.
Schedule 4: Hosting and Domain Services
This Schedule applies where the Services include shared or dedicated hosting, managed server resources, cloud storage, or domain name registration/management.
S4.1 Client Content and Acceptable Use
S4.1.1. The Client warrants that all data, software, and content placed on the Company’s servers is legal, non-infringing, and complies with the Company’s Acceptable Use Policy (AUP).
S4.1.2. The Company reserves the right to suspend or remove any content or service immediately and without prior notification if it reasonably believes the content breaches the AUP or any applicable law. The Company shall not be liable for any loss or damage arising from such suspension or removal.
S4.2 Data Backup and Loss
S4.2.1. The Client acknowledges that it is solely responsible for backing up its data and content hosted on the Services. The Company may offer backup services, but these are provided without warranty, and the Client should not rely on them as the sole backup solution.
S4.2.2. The Company accepts no liability whatsoever for any loss or corruption of data, regardless of the cause (including system failure, negligence, or security breach).
S4.3 Domain Names
S4.3.1. Where the Contract includes our Domain Registration and Renewal Service:
a) We will endeavour to procure the registration of the domain name you request.
b) We will not be liable in the event that the relevant domain name registry refuses to register the domain name you request, or subsequently suspends or revokes any registration for that domain name.
c) We shall not act as your agent or on your behalf in any dealings with the domain name registry.
d) The registration of the domain name you request and its ongoing use is subject to the relevant domain name registry’s terms and conditions of use which you should consider.
e) You are responsible for ensuring that you are aware of the terms so that you can comply with them.
f) The domain name you request will only have been successfully registered when you appear as the registrant on the appropriate “whois” database of the top level domain name registrar.
g) We shall have the absolute discretion to require you to select a replacement domain name to the one you have requested to be registered, and may suspend or terminate our performance of the Domain Registration and Renewal Service, if, in our opinion, there are reasonable grounds for us to believe that your current choice of name is, may or is likely to be in bad faith, breach of the provisions of these terms and conditions or any legal or regulatory requirement.
S4.3.2. You confirm and warrant that you are the owner of any trade mark in any domain name (or have the authority of the owner of any trade mark to use such name) that you have requested be registered, and that you are the legal owner of any domain name (or have the authority of the legal owner to use such domain name) supplied by you for use as a domain name in connection with any website.
S4.3.3. Once the domain name has been successfully registered, it will need to be renewed periodically. We will send you renewal notices 30 days and 7 days before the renewal date to the email address registered against your account. You hereby authorise us to automatically renew the domain name for you unless you have cancelled the Domain Registration and Renewal Service. The price for the renewal will be as set out in the customer administration area and will be charged against a registered payment method. If payment is not received by the due date, the domain will not be renewed until paid, which may result in a loss or drop in service referencing S4.3.1(b).
S4.3.4. You acknowledge and agree that we may place a number of locks on any domain registered with us either at the time of registration or at any time thereafter and without further notice to you.
S4.3.5. Once registered, Domains Names are non-refundable.
S4.4 Security and System Integrity
S4.4.1. The Client is solely responsible for the security of its account, passwords, applications, and any content or scripts installed within the hosting environment.
S4.4.2. The Client is liable for any security breaches or exploits originating from its hosted environment, including any damage or disruption caused to the Company’s network or other clients.
S4.4.3. The Company reserves the right to audit the Client’s hosted resources and to suspend or terminate services immediately if a significant security vulnerability is identified or exploited.
S4.5 Hosting Access & Service Levels
S4.5.1. It is your responsibility to ensure that necessary arrangements for access to our Hosting Services are in place.
S4.5.2. You are also responsible for ensuring that all persons who access our Services through your Internet connection are aware of these terms and conditions (and in particular our acceptable use policy).
S4.5.3. We do not warrant access to our servers will be uninterrupted or error free but we shall use reasonable endeavours to keep downtime to a minimum.
S4.6 IP Addresses & Usage Limitations
S4.6.1. You will have no right, title or interest in any internet protocol address (“IP address”) allocated to you throughout use of upon the expiry or termination of Services. Any IP address allocated to you is allocated as part of the Hosting Service you purchased and is not portable or otherwise transferable by you. If an IP address is re-numbered or re-allocated by us, we shall use our reasonable endeavours to avoid any disruption to you.
S4.6.2. The Hosting Service package you order includes a per calendar month bandwidth allowance. The Hosting Service you have ordered will be automatically suspended if this monthly bandwidth allowance is exceeded. If this happens, you may upgrade your Hosting Service package or wait for the Hosting Service to resume at the start of the following calendar month. You can monitor your monthly bandwidth usage in our control panel.
S4.6.3. The Hosting Service package you order includes a set number of mailboxes. Any mailboxes that have not been accessed for 100 days will be automatically deleted from our system.
S4.6.4. When using the Services, you must comply with our Terms of Website Use and our Acceptable Use Policy. A breach of either policy will entitle us to terminate the provision of Services to you.
S4.7 Support
S4.7.1. Our support team will help resolve any problems you have with the Services you are receiving. We will not provide programming support to you, but, as part of our Hosting Services, our servers are compatible with most modern programming languages.
S4.7.2. We do not provide telephone technical support. Support is provided solely via our online support ticket portal.
S4.8 Hosting IP & Indemnity
S4.8.1. You retain all intellectual property rights in your material, and you grant to us a worldwide, non-exclusive, royalty-free licence to use, store and maintain your material on our servers and publish it on the Internet for the purpose of providing the Hosting Service to you. We may make such copies as may be necessary to perform our obligations, including making back-up copies of your material.
S4.8.2. You will defend, indemnify and hold us harmless against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with your use of the Services or of any claim or action that your material infringes, or allegedly infringes, the intellectual property rights of a third party.
S4.8.3. We retain all intellectual property rights in the Hosting Services (other than in your material) and our software. You must not decompile, disassemble the Hosting Services or our software.
S4.9 Hosting Liability Exclusions
S4.9.1. We do not monitor and will not have any liability for your material or any other communication you transmit by virtue of the Hosting Services. Due to the public nature of the Internet, we shall not be liable for the protection of the privacy of electronic mail or any other information transferred through the Internet or via any network provider. No guarantee or representation is given that the Hosting Services will be free from security incidents or unauthorised users.
S4.9.2. We will not be responsible for the following types of losses (in each case whether direct, indirect or consequential) and whether they are caused by our negligence or otherwise:
a) loss of income or revenue.
b) loss of business, profits or contracts.
c) loss of anticipated savings.
d) loss of goodwill.
e) loss of software or data.
f) wasted expenditure (such as pay per click advertising costs).
g) wasted management or office time.
S4.10 Duration, Cancellation, and Data Deletion
S4.10.1. Services other than Domain Registration will commence on the date we send you our Acceptance Confirmation. Unless terminated, they shall continue for the Minimum Term, after which they will continue on a monthly or annual basis until terminated:
a) by you, as a Consumer, by informing us of your decision to cancel the Contract by a clear statement via online support ticket;
b) by you, as a Business customer, by informing us of your decision to cancel the Contract via online support ticket;
c) by us giving you at least 30 days advanced notice in writing sent to the then current email address registered against your account.
S4.10.2. Consumers have the right to cancel the Contract(s) within the “cooling off period,” i.e., within 14 days of purchase.
a) Domain Names cannot be cancelled, as per S4.3.5.
S4.10.3. The monthly price for Services continuing on a month-to-month basis shall be charged monthly in advance. We will not provide you with a refund for a cancellation that is part-way through a billing period. If we cancel the Services, we will refund to you the price you have paid for the Services on a pro-rata basis for the unexpired Minimum Term.
S4.10.4. As part of our cancellation process, you must re-confirm your cancellation request via our support ticket system or we will continue to supply the relevant Services and your cancellation will be ineffective. You cannot cancel any of your Services by letter, email or telephone.
S4.10.6. If you cancel your Services, any data we hold or host in relation to the Services you have cancelled will be immediately and permanently deleted from our system. Accordingly, you are strongly advised to make appropriate copies of such data before you cancel your Services.
Schedule 5: Data Processing Information
This Schedule documents the details of the processing activities carried out by the Company (Processor) on behalf of the Client (Controller) pursuant to Clause 6 of the General Terms and Conditions.
S5.1. Subject Matter and Duration of Processing
S5.1.1. The subject matter of the processing is the Personal Data provided by the Client to the Company for the purpose of the provision of the Services, as detailed in the relevant Statement of Work (SOW).
S5.1.2. The processing shall take place for the duration of the Agreement and for a period not exceeding ninety (90) days following termination, to allow for secure deletion or return of data, unless legally required to be retained.
S5.2. Categories of Data Subjects
S5.2.1. Categories of data subject may include but not be limited to:
a) The Client (including contacts and representatives).
b) Third parties connected with the Client or the Client’s customers/clients, including employees, contractors, prospects, collaborators, business partners, suppliers, and subcontractors.
c) Third party entities communicating with or transferring Personal Data to the Client’s or Client’s customer/client’s end users.
S5.3. Types of Personal Data
S5.3.1. Types of Personal Data may include but not be limited to:
a) Contact Information: Names, email addresses, phone numbers, postal addresses.
b) Electronic Data: Website, system or software usage information, email data, website data, database data, and other electronic data submitted, stored, sent, or received by users of the Services.
c) Localisation/Technical Data: IP addresses, device identifiers, and geo-location data.
S5.4. Nature and Purpose of Processing
S5.4.1. Collection, storage, retrieval, use, transmission, hosting, analysis, and deletion of Personal Data.
S5.4.2. Personal Data will be processed to:
a) Facilitate the Company successfully providing and maintaining the Services or otherwise fulfilling its obligations under this Agreement.
b) Provide the Client with account-related assistance, including Support Services.
c) For any disclosures as required by applicable law.
S5.5. Technical and Organisational Security Measures
S5.5.1 The Company shall maintain a information security program designed to protect the Client Personal Data, including measures related to: Access Control, Data Encryption, Network Security, Incident Management, and Physical Security.
S5.6. Authorised Sub-processors (General Authorisation)
S5.6.1. The Company is hereby generally authorised to use the following specific sub-processors. The Client acknowledges that these services may involve international transfers of data (see Clause 6.10).
| Sub-processor | Purpose | Location of Processing |
|---|---|---|
| Amazon Web Services | Cloud Hosting & Storage | UK, EU & USA |
| Microsoft Corporation | Cloud Hosting, Storage & DNS | UK, EU & USA |
| Google LLC (GCP/Workspace) | Cloud Hosting, Storage & Email | UK, EU & USA |
| Stack | CDN, Backups, DNS & Email | UK & Worldwide (CDN) |
| Nominet | Domain Name Registration (UK Domains) | UK |
| Tucows (OpenSRS) | Domain Name Registration (All Other Domains) | USA |
| Google Analytics | Web Analytics & Monitoring | USA |
| SMTP2GO | Email Delivery and Transactional Emails | New Zealand |
| Stripe | Payment Processing | UK |