1. Scope and acceptance

These Terms of Service set out the contractual terms under which Northbridge IT (trading entity) offers web development, e-commerce, hosting and support services to businesses and organisations. By engaging Northbridge IT for a proposal, signing a statement of work, or using our managed services, you confirm acceptance of these Terms together with any agreed project schedule or service description. Specific projects will be governed by a signed proposal or statement of work which references these Terms and describes the scope, deliverables, timeline and fees. If there is any conflict between a signed statement of work and these Terms, the signed statement of work controls on the specific points addressed. Proposals are valid for the period stated and may be revised if client requirements change. For ad-hoc or time-and-materials work, we will provide an estimate and request written approval before proceeding. For clarity, these Terms do not replace mandatory consumer statutory protections when services are provided to individual consumers; they primarily regulate B2B engagements such as those with Manchester SMEs, startups and local service providers.

2. Services, delivery and client responsibilities

Northbridge IT delivers services described in a proposal or statement of work which may include discovery, design, development, integrations and managed hosting. Delivery will follow the agreed milestones and acceptance criteria. Clients must provide timely access to content, credentials, third-party accounts and any co-operation necessary to meet milestones. Delays in client feedback or provision of required materials may shift delivery dates and Northbridge IT will notify the client of any material schedule changes. Where third-party services (for example payment gateways, app marketplaces or hosting registrars) are required, the client remains responsible for any additional fees charged by those providers. Changes to scope will be handled through a change request process and may affect price and timeline. For security reasons, credentials must be supplied using secure channels and sensitive data should not be transferred until a specific data processing agreement or secure method is agreed. Project handover includes documentation, performance reports and recommendations for ongoing maintenance; additional training or support can be provided under a separate support agreement.

3. Fees, invoicing and refunds

Fees are set out in the proposal and payable in accordance with the payment schedule. For fixed-price projects, invoices will follow agreed milestones. For time-and-materials engagements, invoices will be issued periodically for work completed. Payments are due within the period stated on the invoice. If a client fails to pay within the agreed terms, Northbridge IT may suspend services after providing notice and an opportunity to remedy. Unless otherwise agreed, all fees are exclusive of VAT which will be charged where applicable. Refunds are handled in accordance with our separate Refund Policy available at /refund-policy/. Where a refund is warranted, processing times depend on the original payment method and may take several business days. Disputed invoices should be notified promptly and both parties will attempt to resolve matters in good faith. If services are terminated by the client before completion, fees for work completed and any non-recoverable costs will remain payable. For managed hosting and subscription services, termination requires notice as specified in the service schedule and any pre-paid fees may be subject to pruning rules set out in the relevant agreement.

4. Intellectual property and licences

Unless otherwise agreed in writing, Northbridge IT retains ownership of pre-existing code, tools and libraries used to deliver services. On payment in full of all fees due under the applicable agreement, Northbridge IT grants the client a worldwide, non-exclusive licence to use deliverables for the intended business purpose described in the statement of work. Third-party components may be subject to their own licences and the client agrees to comply with those terms; where a separate licence fee is required the client will be responsible for that cost. Clients retain ownership of their trademarks, content and data supplied for the project. Northbridge IT may anonymise and aggregate performance metrics or case study material for marketing purposes unless the client explicitly requests confidentiality in writing. If the project includes bespoke software, licensing and source code escrow options can be arranged by separate agreement to support continuity for the client in specified conditions such as insolvency or prolonged service interruption.

5. Warranties, liability limits and disclaimers

Northbridge IT warrants that services will be performed with reasonable skill and care in accordance with industry standards. To the maximum extent permitted by law, Northbridge IT excludes all other express and implied warranties. Our liability for direct losses arising from a breach of these Terms or a statement of work is limited to the total fees paid by the client for the specific service giving rise to the claim in the preceding 12 months. Northbridge IT will not be liable for indirect, special or consequential losses including loss of profit, loss of business or loss of data. We implement reasonable security measures, but clients must maintain backups and take reasonable steps to secure their credentials and systems. Nothing in these Terms shall restrict liability for death or personal injury caused by negligence, fraud, or other liabilities which cannot be excluded by law. Where services integrate with third-party systems, Northbridge IT is not responsible for the availability or performance of those third-party services and any remedies will be pursued against the third party where appropriate.

6. Termination, changes and governing law

Either party may terminate an agreement in line with the termination provisions set out in the relevant statement of work or support contract. Termination for convenience may require notice and payment for work completed to date plus any reasonable wind-down costs. Northbridge IT may suspend services if a client materially breaches the agreement and fails to remedy after receiving notice. These Terms are governed by the laws of England and Wales and the courts of England shall have exclusive jurisdiction. For clients based within the UK, governing law provisions are intended to provide certainty and a predictable dispute resolution route. In the event of a dispute, both parties agree to attempt to resolve matters through good faith negotiation prior to commencing formal proceedings. Contact: Northbridge IT, Unit 48 King Street, Manchester, M2 4LQ, United Kingdom • [email protected] • +44 161 555 0123.