Terms of Service

We provide technology services including but not limited to:

• Custom web application development
• SaaS platform development and deployment
• AI automation tools and integration
• Technical consulting and strategy
• Website design and development
• Ongoing maintenance and support

Project scope, delivery timelines, payment terms, and specific deliverables will be defined in a separate project agreement or statement of work.

As our client, you agree to:

• Provide necessary information, content, and feedback in a timely manner
• Respond to requests for clarification within reasonable timeframes
• Pay invoices according to agreed payment terms (typically within 30 days)
• Provide access to relevant systems, accounts, or platforms as needed
• Review and approve deliverables within agreed timeframes
• Use our services in compliance with applicable laws and regulations

• All fees are quoted in British Pounds (GBP) and are exclusive of VAT unless stated otherwise
• Payment terms are typically 50% upfront for smaller projects, or milestone-based for larger projects
• Invoices are payable within 30 days of issue date
• Late payments may accrue interest at 4% above the Bank of England base rate per annum
• Additional work outside the agreed scope will be charged separately
• Refunds are considered on a case-by-case basis and subject to work completed

• All intellectual property rights remain with Sparrow Theme Ltd until full payment is received
• Upon full payment, IP rights for custom-developed work transfer to you as specified in the project agreement
• We retain rights to general methodologies, techniques, and know-how developed during the project
• Third-party software, libraries, and tools remain subject to their respective licenses
• We may use anonymized project details as case studies for marketing purposes
• You grant us a license to use your trademarks and content solely for project delivery

Both parties agree to:

• Keep confidential information secure and not disclose it to third parties
• Use confidential information solely for the purpose of the project
• Return or destroy confidential information upon project completion or termination
• Sign additional Non-Disclosure Agreements (NDAs) when requested

Confidential information includes business plans, technical specifications, user data, and any information marked as confidential.

• Our total liability is limited to the amount you paid for the specific project
• We are not liable for indirect, consequential, or punitive damages
• We do not warrant that our services will be uninterrupted or error-free
• You are responsible for backing up your data and content
• We are not liable for third-party service outages or failures
• Our liability does not cover losses due to your failure to follow our recommendations

Nothing in these terms excludes or limits liability for death, personal injury, fraud, or other matters where liability cannot be legally limited.

• Either party may terminate the agreement with 30 days written notice
• Immediate termination is allowed if the other party materially breaches the contract
• Upon termination, you must pay for all work completed up to the termination date
• We will provide you with all completed deliverables upon final payment
• Confidentiality obligations survive termination
• Termination does not affect accrued rights and obligations

These terms are governed by English law. Any disputes will be resolved through the courts of England and Wales. We will attempt to resolve disputes through good faith negotiations before resorting to legal proceedings.

• These terms may be updated from time to time with reasonable notice
• If any provision is found unenforceable, the remainder remains in effect
• Failure to enforce any provision does not waive our right to do so later
• These terms constitute the entire agreement unless superseded by a signed contract
• No third parties have rights under these terms