Livetech Ltd Terms of Business

Version: September 2026
Effective for new agreements and renewals from: 1 September 2026
Livetech Ltd is registered in England and Wales under company number 09335110.
Registered office: 16 Trinity Square, Llandudno, Wales, LL30 2RB
VAT registration: GB 800 9372 48
Email: [email protected]
Telephone: 01492 233 606

These Terms replace Livetech’s previous Master Services Terms for new agreements and Services entered into or renewed from the effective date.

Previous versions remain available for reference at the bottom of this page and may continue to govern an existing arrangement until that arrangement is renewed, varied or otherwise transferred to these Terms.

1. Definitions

In these Terms:

Client means the person, company or organisation purchasing Services from Livetech.

Livetech, we, us or our means Livetech Ltd.

Services means website design, development, hosting, maintenance, domains, digital marketing, technical support, consultancy, software, integrations or other professional services supplied by Livetech.

Deliverables means work or materials produced by Livetech under a Statement of Work.

Statement of Work or SOW means any proposal, quotation, order, specification or other written document agreed between Livetech and the Client describing Services, fees, scope, timescales or specific conditions.

Background IP means intellectual property owned or licensed by Livetech or a third party independently of a particular Client project, including software, code libraries, frameworks, processes, tools, templates and know-how.

DPA means Livetech’s Data Processing Addendum.

2. The Agreement

2.1 These Terms apply to Services supplied by Livetech unless expressly agreed otherwise in writing.

2.2 Each agreed SOW forms part of the contract between Livetech and the Client.

2.3 The Client may accept an SOW by signing it, accepting it electronically, confirming acceptance in writing, instructing Livetech to proceed, paying a requested deposit or otherwise clearly accepting the proposed Services.

2.4 If documents conflict, the following order of precedence applies:

1. any specifically agreed variation in the SOW;
2. these Terms; and
3. other service policies incorporated into the agreement.

2.5 In relation specifically to Livetech’s processing of Personal Data on behalf of the Client, the DPA takes precedence over any inconsistent provision of these Terms.

3. Services

3.1 Livetech will provide the Services with reasonable skill and care.

3.2 Work is supplied on a time and materials basis unless the SOW expressly states that a fixed price applies.

3.3 Estimates are estimates rather than guaranteed fixed prices unless expressly described as fixed.

3.4 Changes to scope, requirements, integrations or Client instructions may result in additional fees or revised timescales.

3.5 Livetech may use employees, contractors, specialist suppliers and technology providers to deliver the Services.

4. Client Responsibilities

The Client must:

• provide information, content, approvals and access reasonably required by Livetech;
• respond within reasonable timescales where Livetech requires a decision or approval;
• ensure that materials supplied to Livetech are lawful and appropriately licensed;
• maintain appropriate security over accounts, devices and credentials under the Client’s control;
• ensure instructions given to Livetech are lawful;
• obtain any regulatory, professional or legal advice appropriate to the Client’s activities; and
• notify Livetech promptly if it becomes aware of a significant security problem affecting Services supplied by Livetech.

Delays or additional work caused by the Client may extend timescales and result in additional charges.

5. Compliance Responsibilities

5.1 Livetech provides technology, digital services and practical technical assistance.

5.2 Unless expressly stated in an SOW, Livetech does not provide legal advice, statutory DPO services, PCI QSA services, formal compliance certification or regulated professional advice.

5.3 The Client remains responsible for determining the legal and regulatory requirements applicable to its organisation, including its own data protection, marketing, accessibility, ecommerce, consumer, sector-specific and PCI DSS obligations where relevant.

5.4 Livetech may identify technical or compliance-related issues and may provide practical guidance or signposting. Such assistance does not transfer the Client’s legal responsibilities to Livetech.

6. Fees and Payment

6.1 Fees are stated in the relevant SOW and are exclusive of VAT unless expressly stated otherwise.

6.2 Invoices are payable within 30 days unless a different payment period is stated on the invoice or SOW.

6.3 Livetech may require a deposit of up to 50% before commencing project work.

6.4 Livetech may invoice additional work arising from agreed scope changes, Client instructions or requirements not reasonably included in the original SOW.

6.5 Meetings, consultancy, telephone support, domain administration, migrations and transition assistance may be chargeable unless included within the agreed Services.

6.6 Overdue amounts may accrue statutory interest and recovery costs under applicable late-payment legislation.

6.7 Livetech may suspend Services where invoices remain materially overdue after reasonable notice.

6.8 A reasonable reconnection or restoration charge may apply where Services have been suspended.

7. Intellectual Property

7.1 Client Materials

The Client retains ownership of content, trademarks, data and other materials it supplies.

The Client grants Livetech a licence to use those materials as reasonably necessary to provide the Services.

The Client warrants that it has the necessary rights to provide those materials to Livetech.

7.2 Deliverables

Unless otherwise stated in the SOW, Livetech retains copyright in Deliverables it creates.

On payment in full of all sums due for the relevant work, Livetech grants the Client a perpetual, non-exclusive licence to use those Deliverables for the website, project, organisation or purpose for which they were created.

Reuse outside that scope may require Livetech’s written agreement.

7.3 Background IP

Livetech retains all rights in Background IP.

Nothing in the agreement transfers ownership of Livetech’s underlying methods, tools, reusable software, frameworks, code libraries, processes or know-how.

7.4 Third-Party Materials

Third-party software, plug-ins, themes, fonts, stock assets, SaaS products, open-source components and other external materials remain subject to their respective licences and terms.

The Client is responsible for maintaining third-party licences where those licences are held directly by the Client.

8. Hosting and Domains

8.1 Hosting Terms

Hosting services may be supplied monthly or annually as specified in the SOW or invoice.

Unless expressly stated otherwise, ongoing hosting renews automatically until cancelled in accordance with these Terms.

8.2 Cancellation and Renewal

The Client should give at least 30 days’ written notice where it does not wish an ongoing hosting or domain service to renew.

Third-party domain registrations, licences and other committed supplier charges may be non-refundable once renewed or incurred.

8.3 Transfers

Livetech will reasonably cooperate with a Client wishing to transfer a website, domain or service away from Livetech once undisputed outstanding charges have been settled.

Migration, data preparation, transfer assistance and technical work may be chargeable at Livetech’s prevailing rates.

Unless otherwise agreed, included exit assistance is limited to five hours.

8.4 Availability

Livetech will use reasonable efforts to maintain the availability of hosting Services.

No internet-connected service can be guaranteed to operate continuously without interruption.

Planned maintenance, malicious attacks, internet failures, supplier incidents and other matters outside Livetech’s reasonable control may affect availability.

Where a specific service level or service-credit arrangement is agreed, it will be stated in the SOW.

8.5 Backups

Livetech operates backup arrangements appropriate to the hosting Services supplied.

Backups are intended to support recovery following technical failure or security incidents and are not a substitute for any separate record-retention or backup obligations applicable to the Client.

Restoration will be undertaken on a reasonable-efforts basis and may be chargeable unless restoration is included within the relevant service.

9. Acceptable Use

The Client must not knowingly use Livetech Services to:

• host unlawful or infringing material;
• distribute malware or malicious code;
• send unsolicited bulk email or spam;
• attempt unauthorised access to systems or networks;
• conduct security attacks or network probing without authorisation;
• materially interfere with other users of shared infrastructure; or
• undertake activity which exposes Livetech or its infrastructure providers to unreasonable legal, security or reputational risk.

Livetech may suspend or restrict a Service where reasonably necessary to protect systems, customers or third parties.

Where practicable, Livetech will notify the Client and work with it to resolve the problem.

10. Data Protection

10.1 Both parties will comply with Applicable Data Protection Law.

10.2 Where the Client determines the purposes and means of processing Personal Data, the Client acts as Controller.

10.3 Where Livetech processes Personal Data on the Client’s behalf in providing Services, Livetech acts as Processor.

10.4 In those circumstances, the Livetech Data Processing Addendum forms part of the agreement automatically.

10.5 The Client gives Livetech general authorisation to use appropriate sub-processors in accordance with the DPA.

10.6 Livetech’s current principal sub-processors are identified here.

10.7 Nothing in these Terms removes or limits a party’s statutory obligations under Applicable Data Protection Law.

11. Security

11.1 Livetech will implement technical and organisational security measures appropriate to the Services supplied and the risks reasonably associated with those Services.

11.2 Measures may include, where appropriate, access controls, firewalls and network protections, security monitoring, backups, software maintenance and patching, secure administrative access and incident-response procedures.

11.3 Security measures are described further in the DPA.

11.4 The Client acknowledges that no internet-connected system can be guaranteed to be entirely free from vulnerabilities, malicious attacks or service interruption.

11.5 Each party must take reasonable security precautions in relation to systems and credentials under its own control.

12. Confidentiality

Each party must:

• keep the other party’s confidential information confidential;
• use it only for purposes connected with the agreement; and
• disclose it only to personnel, advisers or suppliers who reasonably require access and who are subject to suitable confidentiality obligations.

This obligation does not apply to information which is lawfully public, independently developed, already lawfully known or required to be disclosed by law.

13. Warranties

Livetech warrants that the Services will be supplied with reasonable skill and care.

Except where expressly stated in the agreement, all other warranties are excluded to the fullest extent permitted by law.

Livetech does not warrant that:

• a website will achieve a particular search-engine ranking;
• marketing activity will produce a guaranteed number of enquiries or sales;
• third-party platforms will remain unchanged or available;
• software will be entirely free of defects; or
• an internet-connected system can never suffer a security incident.

14. Liability

14.1 Nothing in these Terms excludes or limits liability which cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation.

14.2 Subject to clause 14.1, Livetech will not be liable for:

• indirect or consequential loss;
• loss of anticipated profit;
• loss of revenue;
• loss of goodwill; or
• loss arising from acts or omissions of the Client outside Livetech’s reasonable control.

14.3 Subject to clause 14.1, Livetech’s aggregate contractual liability to the Client in any rolling 12-month period will not exceed the greater of:

• the fees paid or payable by the Client to Livetech during that period; or
• £5,000,

subject to an absolute maximum aggregate liability of £50,000.

14.4 The limitations in this clause operate only to the extent permitted by law and are intended to represent a reasonable allocation of risk having regard to the nature and value of the Services.

14.5 Nothing in these Terms affects the powers of a regulator or the statutory rights of individuals under Applicable Data Protection Law.

15. Suspension

Livetech may suspend all or part of a Service where reasonably necessary because of:

• material non-payment;
• a significant security threat;
• unlawful use;
• breach of the Acceptable Use provisions;
• an urgent requirement imposed by an infrastructure provider or competent authority; or
• a situation where continued operation would create a material risk to Livetech, another customer or a third party.

Where reasonably possible, Livetech will notify the Client and seek to resolve the issue.

16. Termination

16.1 Either party may terminate an ongoing service on 30 days’ written notice unless a fixed or minimum term has been agreed.

16.2 A fixed-term SOW cannot be cancelled early except by agreement or where these Terms expressly permit termination.

16.3 Either party may terminate for a material breach which is not remedied within 14 days after written notice requiring remedy.

16.4 Either party may terminate where the other enters insolvency or ceases trading, subject to applicable insolvency law.

16.5 Fees remain payable for Services supplied and unavoidable commitments incurred before termination.

17. Exit and Transition

Following termination and payment of undisputed amounts due, Livetech will provide reasonable assistance to transfer relevant Client materials, domains or website data.

Exit and migration work beyond that expressly included in the Service may be charged at Livetech’s prevailing rates.

Personal Data held on behalf of the Client will be dealt with in accordance with the DPA.

18. Portfolio and Attribution

Unless otherwise agreed, Livetech may identify the Client as a customer and display non-confidential Deliverables in its portfolio, case studies and marketing.

Livetech may include a discreet website credit identifying Livetech as the website provider.

The Client may ask Livetech to discuss removal or variation of attribution.

19. Non-Solicitation

During the agreement and for 12 months afterwards, neither party will knowingly solicit for employment an employee of the other who was materially involved in delivering the Services.

This does not prevent recruitment through general advertisements or applications made independently by an individual.

20. Third-Party Services

The Services may depend on third-party platforms, software, payment providers, registrars, hosting infrastructure, advertising platforms and other external services.

Livetech is not responsible for changes made independently by those providers, although Livetech will provide reasonable assistance where such changes affect Services it manages.

Third-party charges may be passed on or revised where supplier pricing changes.

21. Force Majeure

Neither party will be liable for a delay or failure caused by circumstances outside its reasonable control.

Examples include significant internet or power failures, natural disasters, war, civil disturbance, industrial action, pandemics, major cyber attacks and widespread supplier outages.

This clause does not excuse payment for Services already supplied.

22. Changes to These Terms

22.1 Livetech may update these Terms and associated service policies from time to time to reflect changes in law, regulation, security requirements, technology, suppliers or the Services.

22.2 Minor, administrative or non-material changes may take effect when published.

22.3 Where a change is material to an ongoing Client relationship, Livetech will give reasonable notice, normally by email, before the change takes effect.

22.4 Where a change materially disadvantages the Client in relation to an ongoing service, the Client may raise an objection before the effective date. Livetech will seek to resolve the concern reasonably and, where it cannot be resolved, may permit termination of the affected ongoing Service without an additional termination penalty, subject to payment for Services already supplied and unavoidable third-party commitments.

22.5 A new version of these Terms applies automatically to a new SOW or renewal accepted after the effective date stated in that version.

22.6 Livetech will retain previous versions of these Terms for reference.

23. Notices

Contractual notices must be in writing.

Email is an acceptable form of written notice where it is sent to the address normally used between the parties or another address notified for that purpose.

24. Entire Agreement

The agreement comprises these Terms, the applicable SOW, the DPA where relevant and any other document expressly incorporated into the agreement.

The agreement supersedes prior discussions or representations relating to the same subject matter, except in cases of fraud or fraudulent misrepresentation.

25. Severability

If part of the agreement is found to be invalid or unenforceable, the remaining provisions will continue in effect so far as legally possible.

26. No Waiver

A failure or delay in enforcing a contractual right does not waive that right.

27. Governing Law

The agreement is governed by the laws of England and Wales.

The courts of England and Wales will have exclusive jurisdiction, subject to any mandatory legal rights which cannot validly be excluded.

Previous Terms

Previous Terms of Business remain available for contractual and historical reference.

View Previous Terms dated 15 September 2025