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Terms and Conditions

Last Updated: 2024

Welcome to CloudSaber Ltd ("we," "us," or "our"). These Terms and Conditions ("Terms") apply to all quotes, invoices, and services provided by CloudSaber Ltd (collectively, the "Services"). By accepting a quote or using our Services, you agree to these Terms.

CloudSaber Ltd

Registered in England and Wales No. 15882449

Registered Office: 85 Great Portland Street, Westminster, London, W1W 7LT, UK

Contact Number: +44 207 117 2459

1. Acceptance of Terms

By accepting a quote, invoice, or using our Services, you confirm that you have read, understood, and agree to these Terms and our Privacy Policy. Acceptance is confirmed when:

  • You sign the quote or provide written/email approval.
  • Payment (in full or part, where applicable) is made.
  • You otherwise instruct us to proceed with Services.

2. Payment Terms

Payment terms are as specified in the quote or invoice.

  • Payment deadlines must be adhered to, and failure to meet them may result in project suspension or additional charges.
  • Where immediate payment terms apply, Services will not commence until payment is received.
  • Any agreed payment schedule will be detailed within the quote or invoice.
  • Late Payments: Late payments may incur interest at a rate of 3% per month from the due date until payment is received.

3. Quote Validity and Timeframes

  • The validity period for quotes, along with any associated timelines and scope of work, will be specified directly on the quote.
  • If no validity period is stated, quotes will remain valid for 30 days from the date of issuance.
  • CloudSaber Ltd reserves the right to revise or withdraw quotes once the validity period has expired.

4. Changes to Scope or Terms

  • Any changes to the scope of Services after acceptance of the quote must be agreed upon in writing.
  • Changes to scope may impact timelines and result in additional charges, as agreed with the client.

5. Delivery Timelines and Project Deliverables

  • Delivery timelines, where applicable, will be outlined in the quote and are subject to:
    • Timely cooperation and provision of required information by the client.
    • External factors, such as third-party dependencies, that may affect delivery.
  • Deliverables will be provided in the agreed format as outlined in the quote. Any testing, sign-off, or revisions required must be completed within the agreed timeframe.
  • CloudSaber Ltd will not be held liable for delays caused by circumstances beyond our reasonable control.

6. Software Development

  • Scope: The scope of software development, including functional requirements, technical specifications, and deliverables, will be defined in the project quote or agreement. Any changes to scope must be agreed upon in writing.
  • Ownership of Code:
    • Custom-developed code will remain the property of CloudSaber Ltd until full payment is received.
    • Upon full payment, ownership of the final deliverable, including source code, will transfer to the client unless otherwise specified in the agreement.
    • CloudSaber Ltd retains the right to reuse generic components, libraries, or frameworks developed during the project.
  • Warranty:
    • A warranty period for resolving bugs or defects identified post-delivery will be specified in the quote. After this period, support or maintenance will incur additional charges.
    • The warranty does not cover defects caused by client modifications, misuse, or third-party integrations.
  • Intellectual Property: Pre-existing tools, libraries, or frameworks used during development remain the sole property of CloudSaber Ltd or their respective owners.
  • Third-Party Software: Any third-party software, licences, or tools required for the project will be the responsibility of the client, unless specified otherwise.
  • Support and Maintenance: Post-delivery support, updates, or feature enhancements are not included unless specified in the quote or covered under a separate maintenance agreement.

7. Support and Maintenance

  • Scope: Support and maintenance services will include assistance with resolving issues, troubleshooting, and ensuring the smooth operation of delivered systems or solutions, as agreed in the support contract or quote.
  • Availability: Support services will be provided during standard business hours (Monday to Friday, 9:00 AM to 5:00 PM UK time), unless otherwise agreed in writing.
  • Exclusions: Support does not cover:
    • Issues caused by third-party systems, software, or services not provided by CloudSaber Ltd.
    • Problems arising from unauthorised modifications or misuse of the system.
  • Service Level Agreement (SLA): If an SLA is included, the response and resolution times will be specified in the support agreement.
  • Charges: Support and maintenance charges, if applicable, will be outlined in the quote or support contract. Additional requests outside the agreed scope may incur extra fees.

8. Data Protection and Compliance

CloudSaber Ltd complies with applicable data protection regulations, including the UK GDPR.

  • Data Use: Any client data provided will be used solely for the purpose of delivering agreed Services.
  • Data Security: CloudSaber Ltd employs measures to ensure secure handling and storage of client data.
  • Data Retention: Client data will be retained only as necessary to fulfil the terms of the project or as required by law.

9. Third-Party Dependencies

  • If the project involves third-party systems, software, or services, CloudSaber Ltd will not be liable for issues, delays, or failures arising from those third parties.
  • The client is responsible for ensuring necessary third-party access, licences, and approvals are in place.

10. Limitation of Liability

To the fullest extent permitted by law, CloudSaber Ltd’s liability is limited to the total fees paid by the client for the Services. CloudSaber Ltd shall not be liable for:

  • Any indirect, incidental, or consequential damages.
  • Delays or issues arising from third-party services or systems integrated as part of the project.

11. Dispute Resolution

  • Mediation: In the event of a dispute, both parties agree to attempt mediation before pursuing formal legal proceedings.
  • Jurisdiction: These Terms are governed by the laws of England and Wales. Any disputes unresolved through mediation will be subject to the exclusive jurisdiction of the courts of England and Wales.

12. Entire Agreement

These Terms, along with the quote and invoice, constitute the entire agreement between you and CloudSaber Ltd regarding the Services provided.