Standard Terms
Last Updated: 23rd November 2025
Standard Conditions of Services
CLOUD COMBINATOR LTD
Version 4.0
1. Definitions
- Buyer: the person(s), firm or company who, or which, purchases the Services from the Company.
- Company: Cloud Combinator Ltd, a company incorporated in England & Wales under company number 15234442, whose registered office address is at Whitegates Business Centre, Alexander Lane, Shenfield, Brentwood, Essex, CM15 8QF.
- Terms: these Terms of Service which have been sent to the Buyer by the Company and acknowledged by the Company.
- IPRs: any and all intellectual property rights worldwide, whether registered or not. This includes but is not limited to patents, trademarks, copyrights, designs, domain names, trade names, goodwill, databases, know-how, and any rights in software, websites, documents, business methods, marketing materials, and branding, including the "look and feel" of websites.
- Services: any Services agreed to be supplied to the Buyer by the Company (including any part or parts of them) as set out in these Terms.
- Protected Data: any information that is subject to legal or regulatory requirements governing its collection, storage, processing, transfer, or disclosure. This may include, but is not limited to, personal information, sensitive personal information, confidential business information, or other data types specified by applicable laws and regulations.
Any mention of a law in these Terms refers to the most current version of that law, including any updates, changes, or replacements.
2. Terms
These Terms shall apply to all Company Services and override any other terms the Buyer may attempt to include in orders, confirmations, or other documents. No changes to these Terms, including but not limited to Services or Charges, shall be valid unless sent by the Company to the Buyer and acknowledged by the Buyer.
The Buyer’s order is an offer to purchase Services under these Terms. It is accepted when the Company confirms in writing. The Buyer must ensure all order details, including specifications, are accurate.
3. Charges and Payment
All Services shall be provided at a price agreed in advance between the Company and the Buyer via email, to which shall be added VAT at the applicable rate.
Payment for Services will be made in full, in cleared funds, within 30 days of receipt of the invoice.
4. Buyer’s Obligations
The Buyer shall:
- co-operate with the Company in all matters relating to the Services;
- provide, in a timely manner, all necessary access, including technical permissions (such as but not limited to IAM roles, credentials, and permissions) and physical access where required, to enable the Company to deliver the agreed Services. Before granting access, the Buyer is responsible for ensuring that all access permissions are appropriate and secure;
- regularly test disaster recovery and backup / restore capabilities for all of its production, backup, and development capabilities. It is the sole responsibility of the Buyer to ensure the regular testing backup / restore / disaster recovery.
5. Limitation of Liability
The Company’s total liability to the Buyer, including for its employees, agents, and subcontractors, covers any breach of the Services provided under these Terms and any representations, statements, or negligence related to the Terms.
The Company’s liability is not excluded for death, personal injury caused by negligence, or fraudulent misrepresentation.
The Company shall not be liable for any direct, indirect, or consequential losses, including but not limited to loss of profits, business, goodwill, or data, arising from delays in service delivery, whether or not caused by the Company’s negligence.
The Company shall not be liable for failures of third-party services, including cloud vendors, even if recommended by the Company. Responsibility is limited to the vendor’s SLA.
The Buyer is solely responsible for costs, fees, and penalties related to third-party cloud services. The Company is not liable for any associated charges.
Subject to conditions 5.2 and 5.3:
- the Company’s total liability for any claim or series of connected claims is limited to £1,000,000, and will only be payable if covered by the Company’s insurance;
- the Company is not liable for economic losses, loss of profit, goodwill, or consequential damages arising from the Contract via security, consultancy, professional or other Services.
The Buyer is solely responsible for securing its environment, including preventing unauthorized access, data breaches, cyberattacks, and loss of production or backup data. The Company accepts no liability for any loss or damage to the Buyer’s business due to data loss, system unavailability, or security breaches, including those caused by Buyer-initiated changes after contract execution. This exclusion extends to third-party claims against the Buyer for data leaks, backup failures, or service disruptions.
The Buyer is solely responsible for obtaining and maintaining its own insurance coverage, including but not limited to cyber insurance, if deemed necessary to cover risks associated with security incidents, data breaches, service interruptions, or other losses.
The Buyer is solely responsible for protecting and enforcing its intellectual property rights. The Company is not liable for any infringement or misuse of these rights.
6. Security Services
Security reviews, audits and penetration testing services are provided on an advisory basis only.
Security reviews and audits are only up to date at the time the report was completed.
7. Data Protection
The Company uses the Buyer’s information primarily to provide the Services. It may also use it for record-keeping, business analysis, legal requirements, and regulatory compliance.
The Company’s use of that information is subject to the Buyer’s instructions, data protection law and the Company’s duty of confidentiality.
The Company may share Buyer information with third parties performing services on its behalf, including software and application vendors, cloud service providers, contractors, and auditors. This may include the use of contractors to support and administer the Company’s services. All such third parties are required to maintain strict confidentiality and operate in accordance with the Company’s security and data protection standards.
The Buyer has a right to access its personal data held by the Company and must notify the Company of any corrections or updates needed.
If the Buyer shares any Personally Identifiable Information (PII) or Protected Data of a third party with the Company, the Buyer must ensure that such sharing complies with all applicable data protection laws and regulations. This includes obtaining any required consents, authorizations, or lawful bases necessary for the data transfer.
All calls made to and from the Company are recorded for training and quality purposes.
8. IPRs
Neither party gains ownership or rights over the other party’s intellectual property, including software, documentation, processes, data, or know-how. Any specially created software remains the creator’s property unless agreed otherwise by both parties.
9. Non-Solicitation of Company Staff
The Buyer agrees that it shall not directly or indirectly solicit, induce, or hire any employee, contractor, or agent of the Company, whether full-time, part-time, or temporary, for two years from the start of the business engagement.
10. Governing Law
These Terms are governed by and construed in accordance with the law of England and Wales.
11. Jurisdiction
The Buyer and the Company irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms.
12. Acceptance of Terms
These Terms apply to all engagements between the Company and the Buyer, including the sale of goods, provision of services, and delivery of consultancy work.
The Buyer shall be deemed to have accepted these Terms if the Buyer expressly acknowledges them in writing, or, if no such express acknowledgment is given, by continuing to engage in business with the Company.