Terms of Business

1. Agreement

These Terms of Business ("Terms") set out the terms and conditions under which Antek Automation Ltd ("We", "Us", "Our", "Company"), registered at Chantry House, 38 Chantry Way, Andover SP10 1LZ, provides services to you ("Client", "You", "Your"). By engaging our services, you agree to be bound by these Terms.

These Terms, together with any written proposal, statement of work, or service agreement, form the entire agreement between the parties. No variation of these Terms shall be effective unless agreed in writing by both parties.

2. Scope of Services

We provide AI automation solutions including but not limited to:

• AI voice agents for inbound and outbound call handling
• AI-powered chatbots for website and messaging platforms
• Workflow automation and business process integration
• Ongoing maintenance, support, and optimisation of delivered solutions

The specific scope of services will be detailed in a written proposal or statement of work agreed between both parties prior to commencement. Any changes to the agreed scope must be confirmed in writing and may result in adjustments to fees and timelines.

3. Client Obligations

To enable us to deliver our services effectively, you agree to:

• Provide timely and accurate information, materials, and access required for the project
• Designate a primary point of contact authorised to make decisions on your behalf
• Review and provide feedback on deliverables within agreed timescales
• Ensure that any content, data, or materials you provide do not infringe third-party rights

Delays caused by the Client's failure to meet these obligations may result in revised timelines and additional fees.

4. Fees and Payment

• Fees will be quoted in advance and confirmed in writing prior to commencement of work
• Payment terms are typically 50% deposit on agreement, with the remaining 50% due on completion, unless otherwise agreed
• Recurring service fees (e.g., monthly maintenance, hosting, or subscription charges) are invoiced monthly in advance and due within 14 days of invoice date
• All fees are exclusive of VAT unless otherwise stated
• We reserve the right to suspend services if payment is overdue beyond 14 days
• Late payment interest may apply in accordance with the Late Payment of Commercial Debts (Interest) Act 1998
• We reserve the right to adjust recurring fees with 30 days' written notice

5. Intellectual Property

All intellectual property rights in the services, software, systems, and deliverables created by us shall remain the property of Antek Automation Ltd unless otherwise agreed in writing. Upon full payment of all fees, you are granted a non-exclusive, non-transferable licence to use the deliverables for your business purposes.

Any pre-existing intellectual property, frameworks, templates, or tools used in the delivery of services remain our property. You may not reverse-engineer, decompile, or attempt to extract the source code of any software or systems we provide.

Any intellectual property provided by the Client for use in the project remains the Client's property. The Client grants us a licence to use such materials solely for the purpose of delivering the agreed services.

6. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary, commercial, or sensitive information shared during the course of the engagement ("Confidential Information"). This obligation shall survive the termination of the agreement for a period of two years.

This obligation does not apply to information that:

• Is or becomes publicly available through no fault of the receiving party
• Was already known to the receiving party prior to disclosure
• Is independently developed without reference to the Confidential Information
• Is required to be disclosed by law, regulation, or court order

7. Limitation of Liability

To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with these Terms shall not exceed the total fees paid by you to us in the 12 months preceding the event giving rise to the claim.

We shall not be liable for any indirect, consequential, special, incidental, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunity, or reputational damage, howsoever arising.

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

8. Warranties and Disclaimers

We warrant that our services will be provided with reasonable care and skill, in a professional and workmanlike manner, and in accordance with the agreed specification.

However, we do not warrant that:

• Services will be uninterrupted, error-free, or free from all defects
• AI-powered solutions will produce specific business outcomes or results
• Third-party services, APIs, or platforms upon which our solutions depend will remain available or unchanged

We will use reasonable endeavours to rectify any defects reported within 30 days of delivery, provided such defects arise from our work and not from changes made by the Client or third parties.

9. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to acts of God, natural disasters, pandemic, war, terrorism, riots, governmental action, power failure, internet or telecommunications failure, or actions of third-party service providers.

10. Termination

Either party may terminate this agreement by providing 30 days' written notice to the other party.

We may terminate this agreement immediately if:

• You fail to pay any amount due within 30 days of the due date
• You commit a material breach of these Terms that is not remedied within 14 days of written notice
• You become insolvent, enter administration, or have a receiver appointed

Upon termination, you remain liable for all fees incurred up to the termination date, including any work in progress. We will provide reasonable assistance to transition services, subject to payment of any outstanding fees.

11. Data Protection

We comply with all applicable data protection laws, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. Where we process personal data on your behalf, we will do so only in accordance with your documented instructions and will enter into a data processing agreement as required.

Our Privacy Policy sets out how we process personal data. Please refer to it for further information.

12. Indemnification

You agree to indemnify and hold harmless Antek Automation Ltd, its directors, employees, and agents from and against any claims, losses, damages, liabilities, and expenses (including reasonable legal fees) arising from your breach of these Terms, your use of the services, or your provision of inaccurate or unlawful content or data.

13. Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms, the parties will first attempt to resolve the matter through good-faith negotiation. If the dispute cannot be resolved within 30 days, either party may refer the matter to mediation before commencing court proceedings.

14. Governing Law

These Terms of Business shall be governed by and construed in accordance with the laws of England and Wales. Both parties submit to the exclusive jurisdiction of the courts of England and Wales.

15. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

16. Contact

If you have any questions about these Terms of Business, please contact us: