Terms and Conditions

Last updated: 10 July 2026

Definitions and Interpretation

In these Terms and Conditions, unless the context otherwise requires, the following definitions apply. Company means SALTZ LTD, registered and operating in the United Kingdom with its principal place of business at 4 - 6 Greatorex Street, London, E1 5NF. Client means any individual or entity that engages the Company for services. Services means cloud infrastructure, DevOps, big data analytics, managed IT, cybersecurity, database administration, enterprise systems integration and related professional technical services as described in applicable service agreements.

Agreement means the contract between the Company and the Client comprising these Terms and Conditions, the applicable service profile specification, statements of work, data processing addenda and any other documents expressly incorporated by reference. Deliverables means all work product, documentation, configurations, code, reports and materials produced by the Company in performing the Services.

Confidential Information means all non-public information disclosed by either party in connection with the Agreement, including technical data, business plans, client data, infrastructure details, security configurations and pricing terms. Personal Data has the meaning given in the UK General Data Protection Regulation.

Additional provisions under this section confirm that SALTZ LTD, operating at 4 - 6 Greatorex Street, London, E1 5NF United Kingdom and reachable at it.team@saltzltd.works, maintains full compliance with applicable United Kingdom legislation governing definitions and interpretation. Clients engaging our cloud infrastructure, DevOps, big data analytics, managed IT, cybersecurity, database administration and enterprise systems integration services should review these terms carefully. Where conflicts arise between general guidance and specific contractual agreements, the executed service agreement shall prevail. SALTZ LTD reserves the right to update these provisions to reflect changes in law, regulatory guidance or operational practice, with reasonable notice provided through saltzltd.works or direct communication to affected clients.

Application of Terms

These Terms and Conditions apply to all services provided by SALTZ LTD unless expressly varied by a written agreement signed by authorised representatives of both parties. By engaging our services, submitting a purchase order, signing a statement of work or making payment, the Client accepts these Terms and Conditions in full.

Client terms and conditions contained in purchase orders or other documents shall not apply unless expressly accepted in writing by SALTZ LTD. In the event of conflict between these Terms and Conditions and a signed service agreement, the signed service agreement prevails to the extent of the conflict.

These Terms and Conditions constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior negotiations, representations and agreements whether written or oral.

Services and Service Profiles

SALTZ LTD provides professional services across cloud infrastructure and DevOps, big data analytics and engineering, managed IT and hosting solutions, cybersecurity and managed security services, database design and administration, and enterprise systems integration. Each engagement is structured under a defined service profile specifying raw input requirements, calibration methods, deliverables and consistent output standards.

Service scope, timelines, milestones, acceptance criteria and fees are defined in the applicable statement of work or service agreement. The Company shall perform Services with reasonable skill and care consistent with industry standards for professional technology services in the United Kingdom.

The Client shall provide timely access to systems, personnel, documentation and facilities reasonably required for service delivery. Delays caused by the Client's failure to provide required access or information may result in timeline adjustments and additional charges at the Company's standard rates.

The Company reserves the right to allocate personnel and subcontractors as it deems appropriate for service delivery, provided that the Company remains responsible for the quality and timeliness of all Deliverables.

Fees and Payment

Fees for Services are as specified in the applicable service agreement. Unless otherwise agreed, the Company invoices monthly in arrears for time and materials engagements or according to the milestone schedule for fixed-price projects. All fees are quoted exclusive of value added tax, which shall be added at the applicable rate.

Payment terms are thirty days from the date of invoice unless otherwise specified. Late payments accrue interest at the rate of four percent per annum above the Bank of England base rate from the due date until payment is received in full.

The Client shall not withhold payment due to disputes regarding portions of Services unless the disputed amount is communicated in writing within fourteen days of invoice receipt with reasonable detail of the dispute basis. Undisputed amounts remain payable by the due date.

The Company may suspend Services if payment is overdue by more than thirty days following written notice to the Client. Suspension does not relieve the Client of payment obligations for Services rendered prior to suspension.

Intellectual Property Rights

All intellectual property rights in methodologies, frameworks, tools, templates, pre-existing code and general know-how used by the Company in delivering Services remain the property of the Company. The Client receives a non-exclusive licence to use such background intellectual property solely as incorporated in Deliverables for the Client's internal business purposes.

Intellectual property rights in Client-specific Deliverables created under a service agreement transfer to the Client upon full payment of all fees due for the relevant Services, unless otherwise specified. Transfer excludes the Company's background intellectual property, third-party components subject to separate licence terms and general skills and knowledge retained by Company personnel.

The Client warrants that all materials, data and instructions provided to the Company for use in delivering Services do not infringe third-party intellectual property rights and that the Client has authority to provide such materials.

Confidentiality

Each party shall keep Confidential Information of the other party strictly confidential and shall not disclose such information to third parties without prior written consent, except to employees, contractors and advisers with a need to know who are bound by equivalent confidentiality obligations.

Confidentiality obligations do not apply to information that is publicly available through no fault of the receiving party, was already known to the receiving party without restriction, is independently developed without reference to Confidential Information or is required to be disclosed by law or court order provided the disclosing party gives reasonable prior notice where permitted.

Confidentiality obligations survive termination of the Agreement for a period of five years, except for Personal Data and trade secrets which remain protected for as long as the information retains confidential status.

Data Protection

Both parties shall comply with applicable data protection legislation including the UK GDPR and Data Protection Act 2018. Where the Company processes Personal Data on behalf of the Client, the parties shall execute a data processing addendum specifying processing purposes, data categories, security measures, subprocessors and data subject rights procedures.

The Client is responsible for ensuring it has appropriate lawful basis to provide Personal Data to the Company for processing in connection with Services. The Client shall not provide special category data unless expressly agreed in the service agreement with appropriate safeguards.

The Company shall implement appropriate technical and organisational measures to protect Personal Data and shall notify the Client without undue delay upon becoming aware of a personal data breach affecting Client data.

Warranties and Disclaimers

The Company warrants that Services shall be performed with reasonable skill and care by appropriately qualified personnel. The Company does not warrant uninterrupted availability of managed services except where specific service level agreements are executed, or that Deliverables shall be error-free in all circumstances.

Except as expressly stated in the Agreement, all Services and Deliverables are provided without further warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement.

The Client is responsible for evaluating whether Services and Deliverables meet its requirements before deployment in production environments. The Company recommends appropriate testing and validation periods as defined in service agreements.

Limitation of Liability

Subject to the exclusions below, the total aggregate liability of the Company to the Client arising from or in connection with the Agreement, whether in contract, tort, negligence, breach of statutory duty or otherwise, shall not exceed the total fees paid by the Client under the relevant service agreement during the twelve months preceding the event giving rise to the claim.

The Company shall not be liable for any indirect, consequential, special or punitive damages including loss of profits, revenue, data, business opportunity or goodwill, regardless of whether such damages were foreseeable.

Nothing in the Agreement limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be limited under applicable law.

The Client acknowledges that the fees charged reflect the allocation of risk set forth in this section and that the Company would not enter into the Agreement without these limitations.

Indemnification

The Client shall indemnify and hold harmless the Company against all claims, damages, losses and expenses arising from the Client's breach of the Agreement, negligent or wrongful acts, provision of infringing materials or instructions, or misuse of Deliverables.

The Company shall indemnify the Client against third-party claims that Client-specific Deliverables created solely by the Company infringe United Kingdom intellectual property rights, provided the Client notifies the Company promptly, allows the Company to control defence and settlement, and does not admit liability without the Company's consent.

Term and Termination

The Agreement commences on the effective date specified in the service agreement and continues until completion of Services or termination in accordance with this section. Managed services agreements may specify ongoing terms with renewal provisions.

Either party may terminate a service agreement for material breach if the breaching party fails to remedy the breach within thirty days of written notice specifying the breach in reasonable detail.

The Client may terminate for convenience with thirty days written notice, subject to payment for all Services performed and committed resources through the effective termination date. Early termination fees may apply as specified in the service agreement.

Upon termination, the Company shall deliver completed Deliverables, return or securely destroy Client Confidential Information in accordance with the Client's written instructions, and provide reasonable transition assistance as specified in the service agreement or as separately agreed.

Force Majeure

Neither party shall be liable for failure or delay in performing obligations due to circumstances beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, government actions, pandemic, widespread telecommunications or power failures and cyberattacks affecting critical infrastructure, provided the affected party notifies the other promptly and uses reasonable efforts to mitigate impact.

If a force majeure event continues for more than sixty days, either party may terminate the affected service agreement with written notice without liability beyond payment for Services rendered prior to the force majeure event.

Dispute Resolution

The parties shall attempt to resolve disputes through good faith negotiation between senior representatives within thirty days of written notice of the dispute. If negotiation fails, the parties may agree to mediation before a mutually acceptable mediator in London.

If mediation is unsuccessful or not pursued, disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales. Nothing prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction.

General Provisions

Notices under the Agreement shall be in writing and delivered to the addresses specified in the service agreement or to it.team@saltzltd.works for the Company. Notices sent by email are deemed received on the next business day if sent before 17:00 GMT.

The Company may update these Terms and Conditions for future engagements by publishing revised terms on saltzltd.works. Existing service agreements continue under the terms in effect at the time of execution unless both parties agree to updated terms in writing.

If any provision of these Terms and Conditions is found invalid or unenforceable, the remaining provisions continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

Failure by either party to enforce any provision does not constitute a waiver of that provision or any other provision. The Agreement may not be assigned by the Client without the Company's prior written consent. The Company may assign to an affiliate or in connection with a merger or sale of substantially all assets.

These Terms and Conditions are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales for all matters arising from the Agreement.

Contact Information

For questions regarding these Terms and Conditions, contact SALTZ LTD at it.team@saltzltd.works, telephone +44 7700 955443, or 4 - 6 Greatorex Street, London, E1 5NF United Kingdom.