Last Updated: 28 September 2025
IMPORTANT NOTICE: By purchasing services from attaché x® Digital (“us”, “we”, “our”), you (“you”, “Client”) agree to be bound by the following terms and conditions. Please read them carefully. This document does not constitute legal advice and you should consult with a legal professional to ensure it meets your specific needs.
About Us: attaché x® Digital is the digital consulting arm of attaché x ltd, a company registered in England and Wales under Companies House number 15250985.
1. APPLICABILITY & SERVICES
1.1. Scope. These Terms of Service (“Terms“) govern all services provided by us to you, purchased through our website or otherwise. The specific services, deliverables, timelines, fees, and other project-specific details (“Services“) will be described on the service page at the time of purchase or in a separate order confirmation or statement of work provided to you.
1.2. Governance. These Terms are incorporated by reference into any service order you place with us. In the event of a conflict between these Terms and the details of a specific service order, the details of the service order shall prevail for that specific order only.
1.3. Changes to Scope. Any changes to the scope of purchased Services must be mutually agreed upon in writing.
2. FEES & PAYMENT
2.1. Fees. You agree to pay the fees for Services as specified at the time of purchase. Unless otherwise stated, all fees are quoted exclusive of applicable taxes.
2.2. Expenses. The quoted fees are inclusive of all standard operational expenses. Any non-standard, out-of-pocket expenses (such as specialized software licenses or travel) required for your project will be identified upfront and require your pre-approval for reimbursement.
2.3. Payment. Payment is due at the time of purchase or as otherwise specified in the service order. If invoicing is arranged, invoices are due and payable within thirty (30) days of the invoice date. We reserve the right to suspend services for non-payment. Late payments shall be subject to interest at a rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.
3. YOUR RESPONSIBILITIES
3.1. Cooperation. You agree to cooperate with us and to provide, in a timely manner, all necessary access to information, data, systems, and personnel required for the performance of the Services.
3.2. Accuracy of Information. You are responsible for the accuracy and completeness of all information and data you provide to us. We are entitled to rely upon such information without independent verification.
3.3. Management Decisions. You are solely responsible for all management decisions and for evaluating and accepting the results and deliverables of the Services. You acknowledge that our role is advisory.
4. DATA HANDLING & SYSTEMS ACCESS
4.1. Data Controller. In the course of providing Services, we may be granted access to your systems or data. For the purposes of data protection law (including the UK GDPR), you are the “data controller,” and we are the “data processor.” Our handling of this data is strictly on your instruction and for the purpose of fulfilling the Services.
4.2. Security. We will implement and maintain appropriate technical and organizational security measures to protect data we process on your behalf. However, you are responsible for securing your own systems and ensuring that providing us with access complies with your own security policies and applicable laws.
5. CONFIDENTIALITY
5.1. Confidential Information. We both agree to hold in confidence all proprietary or confidential information of the other party (“Confidential Information“). This includes, but is not limited to, business plans, financial data, customer information, trade secrets, and the details of the Services provided.
5.2. Obligations. The party receiving Confidential Information shall not disclose it to any third party and shall use it solely for the purpose of fulfilling the service engagement. Each party will protect the other’s Confidential Information with the same degree of care it uses for its own, but no less than a reasonable degree of care.
5.3. Exclusions. These confidentiality obligations do not apply to information that: (a) is or becomes public through no wrongful act of the receiving party; (b) was already in the receiving party’s possession; (c) is independently developed; or (d) must be disclosed by law or court order.
6. INTELLECTUAL PROPERTY
6.1. Pre-Existing IP. Each party retains all rights, title, and interest in its pre-existing intellectual property, including methodologies, software, tools, and know-how (“Pre-Existing IP“).
6.2. Our IP. We grant you a non-exclusive, perpetual, royalty-free, worldwide license to use any of our Pre-Existing IP to the extent it is incorporated into the deliverables, solely for your internal business purposes.
6.3. Your IP. You grant us a non-exclusive, royalty-free, worldwide license to use your Pre-Existing IP solely for the purpose of performing the Services.
6.4. Ownership of Deliverables. Upon our receipt of your full and final payment for the applicable Services, all right, title, and interest in the custom-developed deliverables specifically created for you (“Deliverables“) will be assigned to you.
7. WARRANTIES & DISCLAIMER
7.1. Our Warranties. We warrant that the Services will be performed in a professional and workmanlike manner, consistent with generally accepted industry standards.
7.2. Your Warranties. You warrant that you have the full right and authority to provide all data and materials you furnish to us, and that our use of such materials will not infringe upon any third party’s intellectual property rights.
7.3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES STATED HEREIN, THE SERVICES AND DELIVERABLES ARE PROVIDED “AS IS.” WE DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE ANY SPECIFIC BUSINESS OUTCOME OR RETURN ON INVESTMENT FROM OUR SERVICES.
8. LIMITATION OF LIABILITY
8.1. Exclusion of Indirect Damages. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS, OR GOODWILL, ARISING FROM THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8.2. Liability Cap. OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, SHALL NOT EXCEED THE TOTAL FEES YOU ACTUALLY PAID TO US FOR THE SPECIFIC SERVICE ORDER FROM WHICH THE CLAIM ARISES.
8.3. Exclusions from Limitations. These limitations shall not apply to breaches of confidentiality, indemnification obligations, fraud, willful misconduct, or any liability that cannot be excluded by applicable law.
9. INDEMNIFICATION
9.1. By Us. We will defend and indemnify you from any third-party claims alleging that the Deliverables, as delivered by us, infringe a valid patent, copyright, or trade secret of that third party.
9.2. By You. You will defend and indemnify us from any claims arising out of: (a) your use of the Deliverables in a manner not specified or approved by us; or (b) any data or materials you provided to us.
10. TERM AND TERMINATION
10.1. Term. These Terms are effective as of the date of your first purchase and remain in effect for all Services provided.
10.2. Termination of Services. Either party may terminate a specific ongoing service for any reason upon thirty (30) days’ prior written notice. Termination for cause may be immediate if the other party materially breaches these terms and fails to cure the breach within fifteen (15) days of notice.
10.3. Effect of Termination. Upon termination of a service, you agree to pay for all Services performed and expenses incurred up to the effective date of termination. The provisions of Sections 5, 6, 7, 8, 9, and 11 shall survive any termination.
11. GENERAL PROVISIONS
11.1. Relationship. Our relationship is that of an independent contractor. Nothing in these Terms creates a partnership, joint venture, or employer-employee relationship.
11.2. Non-Solicitation. For the duration of any service engagement and for one (1) year after, neither party shall solicit for employment any employee of the other party who was involved in the Services.
11.3. Governing Law. These Terms shall be governed by and construed in accordance with the laws of England and Wales. The parties agree to submit to the exclusive jurisdiction of the courts of England and Wales.
11.4. Entire Agreement. These Terms, together with your specific service order, constitute the entire agreement between us regarding the Services and supersede all prior communications and understandings.
11.5. Force Majeure. Neither party will be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, war, or natural disaster.
