Terms of Business

1. Who you are contracting with

CacheStack Ltd is a company registered in England and Wales, company number 17179570. Registered office: 167-169 Great Portland Street, 5th Floor, London, W1W 5PF.

You can reach us at team@cachestack.co.uk or on 020 8058 6729. In these terms “we” and “us” mean CacheStack Ltd, and “you” means the business we are working for.

2. How an engagement starts

We scope work before we price it. Following a discovery conversation we issue a written proposal or quote setting out what we will build, what it costs, and roughly how long it will take. A contract forms when you accept that proposal in writing — including by accepting it through the quote link we send you.

Timelines given in a proposal are estimates made in good faith on the information available at the time. They assume you provide access, content, and decisions when we ask for them.

3. Fees, invoicing and payment

We quote fixed prices for defined scopes rather than billing by the hour. Unless the proposal says otherwise:

• Projects are invoiced in stages, with a deposit before work begins
• Invoices are payable within 14 days of the invoice date
• Retainers and ongoing support are invoiced monthly in advance
• Prices exclude VAT where VAT applies

Where an engagement depends on third-party services — AI model usage, hosting, domains, paid APIs — those costs are passed through to you at cost with no mark-up, either billed to us and re-invoiced, or set up on your own account. We will always tell you which before incurring them.

We may charge interest and reasonable recovery costs on overdue invoices under the Late Payment of Commercial Debts (Interest) Act 1998, and may pause work on an engagement while an invoice is more than 30 days overdue.

4. Changes to scope

Work that falls outside an agreed scope is quoted separately before we start it. We will not do additional chargeable work and present you with the bill afterwards. Small adjustments within the spirit of the original scope are simply part of the job.

5. What we need from you

Delivery depends on you providing, in reasonable time: content and assets, access to the systems we are integrating with, a named decision-maker who can sign work off, and feedback at the review points set out in the proposal. Where a delay on your side holds up delivery, timelines move accordingly.

You confirm that any material you give us — content, images, data, credentials — is yours to give, and that you are entitled to have us process it.

6. Intellectual property

On completion of a project, and once all invoices for it have been settled, full intellectual property in the work we built specifically for you transfers to you. We deliver the codebase through a private Git repository. You are not locked in and you do not depend on us to keep running what we built.

Two things sit outside that transfer. First, third-party and open-source components stay under their own licences — we use them on terms that let you keep using them. Second, we retain ownership of general tools, libraries and techniques we developed before or independently of your project, and grant you a perpetual licence to use them as part of the delivered work.

Until transfer, the work remains ours and is licensed to you for review and testing.

7. Confidentiality

Each of us will keep the other's confidential information confidential, use it only for the engagement, and not disclose it without permission. This does not apply to information that is already public, that we knew before you told us, or that we are required to disclose by law or a regulator.

We would like to describe our work publicly. Unless you tell us otherwise, we may refer to the fact that we worked together and describe the problem and outcome in anonymised form. We will not name you, publish your logo, or quote you without your written agreement, and we will remove a reference on request.

8. Data protection

Where we process personal data on your behalf, you are the controller and we are the processor under UK GDPR. We process it only on your documented instructions, keep it secure, and help you meet your own obligations. Where an engagement involves any meaningful volume of personal data we will put a written data processing agreement in place alongside these terms.

We are careful about what data reaches third-party AI services, and we document data flows in every AI integration we build. Our own handling of your data as a visitor or contact is covered by our Privacy Policy.

9. Warranties and support

We warrant that we will carry out our work with reasonable care and skill, by people with the skills to do it. For 30 days after delivery we will fix defects in what we built at no charge — a defect being the work not doing what the agreed scope says it does.

That does not cover changes you or a third party make to the code, failures in third-party services outside our control, or new requirements that emerge after delivery. Ongoing maintenance, monitoring and further development are available as a separate arrangement.

Software is not warranted to be uninterrupted or error-free, and AI-powered features in particular produce probabilistic output. We design for that, and we will tell you plainly where a system needs a human check rather than pretending it does not.

10. Liability

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited.

Subject to that, neither of us is liable to the other for loss of profit, loss of business, loss of anticipated savings, or indirect or consequential loss. Our total liability arising out of an engagement is limited to the total fees you paid us for that engagement in the twelve months before the claim arose.

These terms govern a business-to-business relationship, and this allocation of risk is reflected in our pricing.

11. Ending an engagement

Either of us may end an engagement by giving 30 days' written notice, or immediately if the other materially breaches these terms and does not put it right within 14 days of being asked to.

If an engagement ends early, you pay for work done and costs committed up to that point, and we hand over what has been completed and paid for. Deposits cover work already scheduled and are non-refundable, except to the extent the work was not done.

12. Things outside our control

Neither of us is liable for failing to perform where the cause is genuinely outside our reasonable control — including outages at a hosting or AI provider we depend on. Where that happens we will tell you promptly and work around it where we can.

13. General

We work as an independent contractor, not as your employee, agent or partner. Neither of us may transfer an engagement to someone else without the other's written agreement. If a court finds part of these terms unenforceable, the rest still applies. Nobody who is not a party to the contract may enforce it.

We may update these terms. The version that applies to an engagement is the one published when the proposal for it was accepted.

14. Governing law

These terms and any dispute arising out of them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction. Before starting proceedings, we would both rather pick up the phone.

Questions

If anything here is unclear, ask us before you sign — we would much rather explain it now.

CacheStack Ltd
Email: team@cachestack.co.uk
Registered office: 167-169 Great Portland Street, 5th Floor, London, W1W 5PF