Legal
Terms and Conditions
These terms govern the provision of information technology consultancy and other information technology services by Asuaret Ltd.
1. Acceptance of Terms
These Terms and Conditions ("Terms") govern the provision of information technology consultancy activities and other information technology service activities (the "Services") by Asuaret Ltd, a company registered in England and Wales ("Asuaret", "we", "us", "our"), to any client that engages us ("Client", "you"). By instructing Asuaret to provide Services, signing a proposal, statement of work, or order form referencing these Terms, or by continuing to use our Services, you agree to be bound by these Terms. Where a signed statement of work or master services agreement exists between Asuaret and the Client, that document takes precedence over these Terms to the extent of any conflict.
2. Service Scope
Asuaret provides IT consultancy activities, including but not limited to digital transformation advisory, IT strategy and roadmapping, technology audits, infrastructure planning, cybersecurity posture advisory, IT cost optimisation, and vendor or software selection guidance; and other IT service activities, including IT support and helpdesk services, systems installation and configuration, network setup and maintenance, cloud migration support, software and hardware advisory, and ongoing managed IT services. The specific scope, deliverables, timescales and fees for any engagement will be set out in a separate proposal, quotation or statement of work agreed in writing before work begins. Any services not expressly included in an agreed scope are excluded unless subsequently agreed in writing by both parties.
3. Client Obligations
- Provide timely, accurate information reasonably required for Asuaret to perform the Services.
- Provide reasonable access to premises, systems, personnel and third-party accounts necessary for Asuaret to deliver the Services.
- Ensure it holds all necessary licences, consents and permissions for Asuaret to access and work on its systems and data.
- Maintain its own appropriate data backups, except where backup is expressly included within an agreed scope of work.
- Notify Asuaret promptly of any issue that may affect the delivery, timing or safety of the Services.
4. Fees & Payment
Fees for Services will be set out in the applicable proposal, quotation or statement of work, and may be structured as fixed-price, time-and-materials, or recurring managed-service fees. Unless otherwise agreed in writing, invoices are payable within thirty (30) days of the invoice date. Fees are exclusive of VAT and any other applicable taxes, which will be added at the prevailing rate. Asuaret reserves the right to charge interest on overdue amounts at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998, and to suspend Services where payment is significantly overdue, having given reasonable written notice.
5. Intellectual Property
Unless otherwise agreed in writing, all pre-existing intellectual property owned by Asuaret — including methodologies, frameworks, tools, templates and know-how used in delivering the Services — remains the property of Asuaret. Deliverables created specifically for the Client and expressly identified as such in a statement of work will, upon payment in full, be licensed or assigned to the Client as set out in that statement of work. Nothing in these Terms transfers ownership of any third-party software, platforms or licences referenced or recommended as part of the Services; use of such third-party products remains subject to the relevant vendor's own licence terms.
6. Confidentiality
Each party agrees to keep confidential all non-public business, technical and operational information disclosed by the other party in connection with the Services, and to use such information solely for the purposes of the engagement. This obligation does not apply to information that is or becomes publicly available other than through breach of this clause, was already lawfully known to the receiving party, or is required to be disclosed by law or regulatory authority. These confidentiality obligations survive termination of any engagement for a period of three (3) years.
7. Limitation of Liability
Nothing in these Terms limits or excludes Asuaret's liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be limited or excluded. Subject to the foregoing, Asuaret's total aggregate liability arising out of or in connection with any engagement, whether in contract, tort (including negligence) or otherwise, shall not exceed the total fees paid by the Client to Asuaret under the relevant statement of work in the twelve (12) months preceding the event giving rise to the claim. Neither party shall be liable to the other for any indirect, special or consequential loss, or for loss of profits, revenue, business opportunity, or data, arising out of or in connection with the Services.
8. Termination
Either party may terminate an engagement for convenience by giving the notice period specified in the applicable statement of work, or if none is specified, thirty (30) days' written notice. Either party may terminate immediately on written notice if the other party commits a material breach of these Terms that is not remedied within fourteen (14) days of being notified in writing, or becomes insolvent or subject to an equivalent insolvency process. On termination, the Client shall pay Asuaret for all Services properly performed up to the effective date of termination, and each party shall return or destroy the other's confidential information on request.
9. Governing Law
These Terms, and any dispute or claim arising out of or in connection with them or their subject matter, shall be governed by and construed in accordance with the laws of England and Wales. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms.
10. Contact
Questions about these Terms and Conditions should be sent to info@asuaret.com, or in writing to our registered office as published on our Contact Us page.