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Terms of Service

The terms and conditions governing your use of our website and services.

Last updated: April 2026

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the website operated by Client Cadence Ltd ("the Company", "we", "our", "us") at clientcadence.co.uk (the "Website") and the services we provide. By accessing our Website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use the Website or our services.

Client Cadence Ltd is a limited company registered in Scotland, United Kingdom, operating from Aberdeen and Birmingham.

2. Definitions

In these Terms, the following definitions apply:

  • "Company" means Client Cadence Ltd, its directors, employees, and authorised representatives.
  • "Client" means any individual or business entity that engages the Company to provide Services.
  • "Services" means the business automation, AI chatbot development, CRM integration, workflow orchestration, consulting, and related services provided by the Company.
  • "Website" means the website located at clientcadence.co.uk, including all pages, content, and functionality.
  • "Deliverables" means all work product, outputs, and materials created by the Company for the Client as part of an engagement.
  • "SOW" means a Statement of Work or project proposal that sets out the specific scope, timeline, and fees for a particular engagement.

3. Our Services

Client Cadence provides business automation services to companies in the United Kingdom and internationally. Our core service offerings include:

  • Automation consulting: Assessment and strategic planning for automating business processes and workflows.
  • AI chatbot development: Design, development, and deployment of intelligent conversational agents tailored to your business needs.
  • CRM integration: Connecting and optimising customer relationship management systems with your existing tools and processes.
  • Workflow orchestration: Building and implementing automated workflows that streamline operations across departments and platforms.
  • Ongoing support and maintenance: Post-deployment monitoring, updates, and support to ensure continued performance.

Specific deliverables, timelines, and fees for each engagement are detailed in individual project proposals or Statements of Work agreed between the Company and the Client.

4. Eligibility

Our Services are intended for businesses and professionals. By engaging our Services, you represent and warrant that:

  • You are at least 18 years of age.
  • You are acting on behalf of a registered business or organisation, or as a sole trader.
  • You have the authority to enter into binding agreements on behalf of your business or organisation.
  • Your use of our Services does not violate any applicable laws or regulations.

5. Client Obligations

To enable us to deliver our Services effectively, you agree to:

  • Provide accurate information: Supply all necessary data, materials, and information required for the project in a timely and accurate manner.
  • Timely feedback: Respond to requests for review, approval, or feedback within reasonable timeframes as outlined in the relevant SOW.
  • System access: Grant appropriate access to relevant systems, platforms, and tools necessary for us to perform the agreed work.
  • Designated point of contact: Appoint a primary contact person who is authorised to make decisions and provide approvals on behalf of your organisation.
  • Compliance: Ensure that your use of our Deliverables complies with all applicable laws, regulations, and third-party terms of service.

Delays caused by the Client's failure to meet these obligations may result in adjusted timelines and, where applicable, additional charges as agreed in writing.

6. Proposals and Agreements

These Terms provide the general framework for our business relationship. Specific project terms, including scope of work, deliverables, timelines, milestones, and fees, will be set out in a separate Statement of Work (SOW) or project proposal.

Each SOW, once signed or otherwise accepted by both parties, forms a binding agreement and is subject to these Terms. In the event of a conflict between these Terms and a specific SOW, the SOW shall prevail in relation to that particular engagement.

Proposals and quotations provided by the Company are valid for 30 days from the date of issue unless otherwise stated.

7. Payment Terms

  • Invoicing: The Company will issue invoices in accordance with the payment schedule specified in the relevant SOW. Unless otherwise agreed, invoices may be issued upon completion of defined milestones or at regular intervals.
  • Payment window: All invoices are payable within 14 days of the invoice date unless alternative terms have been agreed in writing.
  • Currency: Unless otherwise stated in the SOW, all fees are quoted and payable in British Pounds Sterling (GBP).
  • Late payment: If payment is not received within the agreed timeframe, the Company reserves the right to charge interest on overdue amounts at the rate of 8% above the Bank of England base rate per annum, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. The Company may also claim reasonable debt recovery costs.
  • Suspension of work: The Company reserves the right to suspend work on any project where invoices remain unpaid beyond the agreed payment window, until outstanding amounts are settled in full.
  • Deposits: For certain engagements, we may require a deposit before commencing work, as specified in the relevant SOW.

8. Intellectual Property

8.1 Client Ownership of Deliverables

Upon full payment of all fees due for a project, the Client shall own all intellectual property rights in the bespoke Deliverables created specifically for them as part of that engagement, unless otherwise agreed in the SOW.

8.2 Company Retained Rights

The Company retains all intellectual property rights in:

  • Pre-existing tools, frameworks, templates, libraries, and methodologies owned by or licensed to the Company prior to or independently of the engagement.
  • General knowledge, skills, techniques, and experience gained during the course of an engagement.
  • Any components identified in the SOW as Company-retained intellectual property.

Where Company-retained IP is incorporated into Deliverables, the Client is granted a non-exclusive, perpetual, royalty-free licence to use such components solely as part of the delivered solution.

8.3 Third-Party Materials

Deliverables may incorporate open-source software or third-party tools. Use of such components is subject to their respective licence terms, which the Company will identify and communicate to the Client.

9. Confidentiality

Both the Company and the Client agree to keep confidential all non-public information disclosed by the other party during the course of an engagement ("Confidential Information"). This includes, but is not limited to, business strategies, technical specifications, customer data, pricing, and proprietary processes.

Confidential Information shall not be disclosed to third parties without the prior written consent of the disclosing party, except where disclosure is:

  • Required by law, regulation, or court order.
  • Made to professional advisers who are bound by duties of confidentiality.
  • Made to subcontractors engaged by the Company to perform the Services, who are bound by equivalent confidentiality obligations.

This confidentiality obligation survives termination of the engagement and remains in effect for a period of 3 years from the date of disclosure.

10. Limitation of Liability

To the fullest extent permitted by law:

  • The Company's total aggregate liability arising out of or in connection with any engagement shall not exceed the total fees paid by the Client for the specific project giving rise to the claim.
  • The Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunity, or loss of goodwill, regardless of whether such damages were foreseeable.
  • The Company shall not be liable for any losses arising from the Client's failure to meet their obligations under these Terms or the relevant SOW.

Nothing in these Terms shall exclude or limit the Company's liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under the laws of Scotland.

11. Warranties and Disclaimers

The Company warrants that:

  • Services will be performed with reasonable care and skill, consistent with generally accepted industry standards.
  • Deliverables will materially conform to the specifications set out in the agreed SOW.

Save as expressly stated in these Terms or in a SOW, the Company makes no other warranties, whether express or implied, including but not limited to implied warranties of merchantability or fitness for a particular purpose.

The Company does not guarantee that the use of our Services or Deliverables will achieve specific business outcomes, revenue targets, or performance metrics unless such guarantees are expressly stated in the SOW.

The content on the Website is provided for general information purposes only and does not constitute professional advice. While we endeavour to keep the information accurate and up to date, we make no representations or warranties about the completeness, accuracy, or reliability of the Website content.

12. Termination

12.1 Termination by Notice

Either party may terminate an engagement by providing 30 days' written notice to the other party. Upon termination by notice:

  • The Client shall pay for all work completed and expenses incurred up to the effective date of termination.
  • The Company shall deliver all completed and in-progress Deliverables to the Client, subject to payment of outstanding fees.

12.2 Termination for Cause

Either party may terminate an engagement immediately by written notice if the other party:

  • Commits a material breach of these Terms or the relevant SOW and fails to remedy such breach within 14 days of receiving written notice specifying the breach.
  • Becomes insolvent, enters administration, or is subject to a winding-up petition or analogous proceedings.

12.3 Effects of Termination

Termination of an engagement does not affect any rights, obligations, or liabilities that have accrued prior to the termination date. The provisions of these Terms relating to intellectual property, confidentiality, limitation of liability, and governing law shall survive termination.

13. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms or any SOW where such failure or delay results from circumstances beyond the reasonable control of the affected party. Such circumstances include, but are not limited to, natural disasters, acts of war or terrorism, pandemics, epidemics, government actions or restrictions, power failures, internet or telecommunications failures, and cyberattacks.

The affected party shall notify the other party as soon as reasonably practicable of the force majeure event and use reasonable endeavours to mitigate its effects. If a force majeure event continues for more than 60 days, either party may terminate the affected engagement by written notice.

14. Data Protection

The Company processes personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. Full details of how we collect, use, and protect personal data are set out in our Privacy Policy.

Where the Company processes personal data on behalf of a Client in the course of providing Services, the parties will enter into a separate Data Processing Agreement that complies with the requirements of the UK GDPR.

Both parties agree to comply with their respective obligations under applicable data protection legislation for the duration of any engagement.

15. Governing Law

These Terms and any disputes or claims arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Scotland.

16. Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms or any engagement:

  • Amicable resolution: The parties shall first attempt to resolve the dispute through good-faith negotiation. A senior representative of each party shall meet (in person or remotely) within 14 days of a written request to discuss and attempt to resolve the matter.
  • Mediation: If the dispute cannot be resolved through negotiation within 30 days, the parties may agree to submit the dispute to mediation in accordance with a recognised mediation procedure.
  • Courts of Scotland: If the dispute is not resolved through negotiation or mediation, either party may submit the dispute to the exclusive jurisdiction of the courts of Scotland.

17. Changes to Terms

The Company reserves the right to update or amend these Terms at any time. When we make changes, we will update the "Last updated" date at the top of this page. Material changes will be communicated through the Website or via direct notice to active Clients.

Continued use of the Website following any changes constitutes acceptance of the revised Terms. For active engagements, any changes to these Terms shall not apply retrospectively and shall only take effect for new projects or SOWs entered into after the updated Terms are published.

18. Contact

If you have any questions about these Terms of Service, please contact us:

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