Last updated: 2025-12-01
These Terms of Service ("Terms") govern all services provided by Harvey James Walton ("we", "us", "our") to the client ("you"). By accepting a quote, proposal, invoice, or otherwise instructing us to begin work, you agree to be bound by these Terms.
1.1. We provide automation and consulting services including, but not limited to, custom scripts, software tools, integrations, workflow automation, technical consulting, and related deliverables ("Services").
1.2. The specific scope of each project will be set out in a written quote, proposal, or statement of work ("SOW"). Where there is any conflict between these Terms and an SOW, the SOW shall prevail for that specific project.
2.1. Unless otherwise stated, all quotes are valid for 14 days from the date of issue.
2.2. We may require a deposit or upfront payment before commencing work. Details will be specified in the quote or invoice.
2.3. Unless otherwise agreed in writing, invoices are payable within 7 days of the invoice date.
2.4. We reserve the right to pause or stop work where invoices are overdue until payment is received.
3.1. Any delivery dates, timeframes, or milestones we provide are estimates only and are not legally binding.
3.2. You acknowledge and agree that:
i) timelines may change due to technical issues, dependencies on third-party services, or delays in receiving information or approvals from you;
ii) reasonable overruns in delivery dates do not constitute a breach of these Terms; and
iii) any overrun of estimated delivery dates does not entitle you to withhold payment, refuse delivery, or claim a refund, provided the Services are ultimately delivered with reasonable care and skill.
4.1. You agree to provide all necessary information, access, and approvals required for us to perform the Services, including access to systems, accounts, documentation, and relevant stakeholders.
4.2. You are responsible for ensuring that you have the legal rights and permissions to grant us access to any systems, data, or third-party services we work with.
4.3. You are responsible for maintaining appropriate backups of your systems and data before any changes, deployments, or integrations are carried out.
4.4. We are not liable for delays, issues, or additional costs arising from incomplete, inaccurate, or late information or approvals provided by you.
5.1. The project scope is defined in the quote, proposal, or SOW. Any work outside that scope will be treated as a change request.
5.2. We will notify you where requested changes affect the cost or timeline and may provide a revised quote or SOW.
5.3. Additional work will only proceed once agreed in writing (including by email) by both parties.
6.1. Unless otherwise agreed in writing, upon full and final payment for a project, you receive a non-exclusive licence to use the specific deliverables created for you in the course of that project for your internal business purposes.
6.2. Until full payment is received, all rights in the deliverables remain with us.
6.3. We retain ownership of all background materials, methods, libraries, templates, and general know-how used in delivering the Services, and we may reuse these in other projects.
7.1. Both parties agree to keep confidential any non-public information received from the other party in connection with the Services, and to use such information only for the purpose of fulfilling the contract.
7.2. We may refer to you as a client in our marketing materials (for example, listing your name and a short description of the work) unless you request otherwise in writing.
8.1. We will provide the Services with reasonable care and skill, in line with professional practice for similar services.
8.2. All Services and deliverables are provided on an "as-is" and "as-available" basis. We do not guarantee that any script, integration, or software will be error-free or uninterrupted.
8.3. We do not guarantee any particular financial outcome, performance improvement, or business result arising from the use of the Services.
8.4. To the fullest extent permitted by law, our total aggregate liability arising out of or in connection with any project or these Terms, whether in contract, tort (including negligence), or otherwise, shall be limited to the total amount you have paid to us for the specific project giving rise to the claim.
8.5. We shall not be liable for any indirect, consequential, or special loss or damage, including loss of profit, revenue, data, or business opportunities.
9.1. You may cancel a project at any time by notifying us in writing.
9.2. On cancellation, you agree to pay for all work completed and any reasonable costs incurred up to the date of cancellation.
9.3. We may suspend or terminate work where required information or payments are not provided within a reasonable time.
10.1. These Terms, and any dispute or claim arising out of or in connection with them or the Services, shall be governed by and construed in accordance with the laws of England and Wales.
10.2. Both parties agree to attempt to resolve disputes amicably in the first instance.
10.3. Where a resolution cannot be reached informally, the courts of England and Wales shall have exclusive jurisdiction.
11.1. We may update these Terms from time to time. The latest version will be posted on our website.
11.2. Your continued use of our Services after changes to the Terms have been posted will constitute acceptance of the updated Terms.
If you have any questions about these Terms, please contact us at: [email protected]