Version 1.0 — August 2026 IR4 Limited, Company No. 13595661, VAT No. GB390334209 ("IR4", "we")

These terms apply to every piece of work IR4 does under an Order Form. One Order Form per piece of work; these terms stay the same. If an Order Form says something different to these terms, the Order Form wins for that piece of work.

Plain answers (the short version)

The clauses below are the precise version. This is what they mean in practice:

• What if I stop paying the monthly? The service stops running at the end of the month you've paid for. You keep your licence to everything that was built, and you get your data exported. No exit fees, no held hostage.
• What if something breaks? Message us. Fixing things that break is exactly what the monthly charge is for.
• What if I want to change how it works? Small tweaks — wording, templates, minor adjustments — are included. A new capability is a new piece of work: you get a one-page description and a price first, so there are no surprise invoices.
• What if I don't understand something? Ask. Explaining it properly is part of the job, not an extra.
• What if I'm slow getting back to you? Fine, up to a point. If something is finished and only waiting on you, we'll tell you in writing that it's ready, and we can invoice it 30 days after that. It still has to actually work — that part doesn't change.
• Can the monthly price change? Only with 60 days' notice, never for a month you've already paid, and you can cancel before a new price starts.
• What happens to my customers' details? They stay in the UK, they're only used to run your service, and they're deleted when we're done. Schedule 1 puts that in writing.

1. How engagements work

1.1 Work is agreed in fixed-price pieces. Each piece is described on an Order Form: what will be built, what "working" means (the acceptance criteria), the price, and any ongoing monthly service.

1.2 A piece is accepted when the acceptance criteria on its Order Form are met. If you use the deliverable in your business for 14 days without raising a problem, it's accepted too.

1.3 Changes and new ideas are welcome — as a new Order Form, not as silent additions to the current one.

2. Payment

2.1 The fixed price is invoiced on acceptance, payable within 7 days. All prices are plus VAT.

2.2 Any monthly service charge starts when the Order Form says it starts and is collected by Direct Debit. You can cancel the monthly service at any time; it stops at the end of the month you've paid for. No exit fees, no notice period, no hard feelings.

2.3 If an invoice is genuinely disputed, tell us within 7 days and we'll sort it out. Undisputed late invoices may attract statutory interest.

2.4 We can change a monthly service price with at least 60 days' written notice (email counts). A change never applies to a month you've already paid for, and if the new price doesn't suit you, you can cancel as in 2.2 before it starts.

2.5 If a deliverable is finished and ready to be accepted, and acceptance is waiting on you — a date in your diary, information we need, access, a decision — we'll tell you in writing that it's ready. If it's still waiting 30 days after that, we can invoice it then. Anything that later turns out not to meet the acceptance criteria still gets put right; this is about finished work not sitting unpaid indefinitely, not about sidestepping what was agreed.

3. The monthly service

3.1 Where an Order Form includes a monthly service, it covers: hosting and running the deliverable, monitoring, fixing anything that breaks, and small tweaks (wording, templates, and similar minor changes).

3.2 It does not cover new features or new workflows — those are new pieces of work under new Order Forms.

3.3 We run the service with reasonable skill and care and aim for it to just work. We do not promise a formal uptime percentage, and we are not responsible for outages or changes in third-party services (for example Zoom, Microsoft, payment or booking platforms). If a third party breaks something, fixing our side of it is covered by the monthly service.

3.4 Your own third-party accounts and subscriptions (your Microsoft 365, your Zoom, your booking platform, and similar) remain yours: your contracts, your credentials, your costs.

3.5 In the unlikely event we need to retire a monthly service entirely, we'll give you at least 90 days' notice, keep it running properly until then, and export your data as in 4.1. Your licence under 4.3 survives.

4. Who owns what

4.1 Yours: your data, your content, your branding, your document templates, and your configuration. Always. On request, or when the monthly service ends, we export your data to you in a sensible format.

4.2 Ours: the underlying software and any generic components, including ones we improve while working for you. This is what lets us build well and charge fairly — we don't rebuild the wheel for every client, and no client pays for the whole wheel.

4.3 Your licence: you get a perpetual, non-exclusive licence to use, modify and maintain everything we deliver to you — including through another supplier of your choosing — in your business, for as long as you like, and including after the monthly service ends. Leaving doesn't take your tools away; it just means we stop running and maintaining them for you.

5. Data protection

5.1 Where we process personal data on your behalf (for example, details of your customers or course attendees), you are the controller and IR4 is the processor, and Schedule 1 applies.

5.2 You confirm that you're entitled to give us the personal data you give us, and that anything the people it relates to need to be told has been dealt with at your end. That's the controller's job and we're not in a position to do it for you.

6. Confidentiality

6.1 Each of us keeps the other's non-public business information confidential and uses it only for the engagement. This survives the end of the engagement.

6.2 With your permission — never without it — we may name you and describe the work as a case study.

7. Liability

7.1 Neither of us excludes liability for anything that can't legally be excluded (like death or personal injury caused by negligence, or fraud).

7.2 Otherwise, IR4's total liability under an engagement is capped at the fees you paid under it in the 12 months before the claim, and neither of us is liable to the other for indirect losses, lost profits or lost data (though 4.1's export obligation still stands).

8. Ending an engagement

8.1 Either of us can end an engagement if the other seriously breaches these terms and doesn't fix it within 14 days of being told.

8.2 On ending: unpaid work stops being worked on, accepted work stays licensed to you under 4.3, your data is exported under 4.1, and the DPA's deletion obligations kick in.

9. The boring but necessary bits

9.1 These terms and each Order Form are governed by the law of England and Wales.

9.2 An Order Form may be accepted by signature, by email confirmation (a reply saying you agree is fine), or by any electronic acceptance we provide. Acceptance forms a binding contract incorporating these terms.

9.3 These terms plus the Order Form are the whole agreement for that piece of work. Changes must be agreed in writing (email counts).

9.4 Neither of us is liable for delay caused by things genuinely outside our control, provided we tell each other promptly.

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Schedule 1 — Data Processing

This schedule applies whenever IR4 processes personal data on your behalf.

Roles. You are the controller; IR4 Limited is the processor.

What and why. The personal data and purposes are those described on the Order Form — typically names, email addresses, organisation details and booking information of your customers or attendees, processed solely to provide the service described on the Order Form. No other use, ever.

Our commitments. IR4 will:

• process the data only on your documented instructions (the Order Form and your reasonable directions);
• tell you if we think one of those instructions breaks data protection law, rather than simply following it;
• keep it hosted in the UK, or in the EEA/UK-adequate regions of our named sub-processors;
• protect it with appropriate technical and organisational measures (encrypted transport and storage, access limited to those who need it, credentials managed properly);
• ensure anyone processing it is bound by confidentiality;
• tell you without undue delay if we become aware of a personal data breach affecting your data, and help you meet your own notification duties;
• reasonably assist you with data-subject requests and your UK GDPR obligations;
• not engage a new sub-processor without telling you first (see below);
• on termination of the service, return your data to you and then delete our copies within 30 days, except where law requires retention;
• make available the information reasonably needed to demonstrate compliance with this schedule.

Sub-processors. Current sub-processors are listed on the Order Form (typically: a UK/EU cloud hosting provider and a transactional email provider). We'll notify you before adding or changing one; if you reasonably object, you may cancel the monthly service as in 2.2.

International transfers. None outside the UK/EEA without appropriate safeguards under UK GDPR.

Duration. This schedule lasts as long as we process your personal data, plus the deletion period.