Terms and Conditions

Terms & Conditions YUPL Digital Services

Last updated: November 2024

Welcome to YUPL. These Terms and Conditions govern your use of our website, services, and any engagement with YUPL for software development, consulting, or digital services. By accessing our website or engaging our services, you agree to be bound by these Terms.

1. Definitions

"YUPL", "We", "Us", "Our" refers to YUPL Digital, a company registered in England and Wales, operating from 24 Holborn Viaduct, London EC1A 2BN.

"Client", "You", "Your" refers to any individual or organisation engaging YUPL's services or accessing our website.

"Services" refers to all software development, consulting, design, and digital services provided by YUPL as outlined in individual project agreements.

"Deliverables" refers to all work products, code, designs, documentation, and other materials created by YUPL during the course of an engagement.

2. Our Services

YUPL provides professional digital services including but not limited to:

• Bespoke software development and web applications
• Mobile application development (iOS, Android, cross-platform)
• Ecommerce platform development and consulting
• AI and machine learning solutions
• Cloud infrastructure and DevOps services
• Penetration testing and security assessments
• Digital transformation consulting
• UI/UX design and branding

Specific services, deliverables, and timelines are defined in individual project proposals and statements of work.

3. Engagement Terms

All project engagements commence upon:

• Written acceptance of a project proposal or statement of work
• Receipt of any required deposit or initial payment
• Signing of any additional agreements (NDA, MSA) where applicable

YUPL operates on a transparent, milestone-based approach. We provide regular progress updates and maintain clear communication throughout all engagements. Changes to project scope must be documented in writing and may affect timelines and costs.

4. Intellectual Property

Client Materials: You retain all rights to materials you provide to YUPL, including logos, content, and proprietary information.

YUPL Deliverables: Upon full payment, intellectual property rights in bespoke deliverables created specifically for your project transfer to you, unless otherwise specified in the project agreement.

Pre-existing IP: YUPL retains rights to any pre-existing tools, frameworks, libraries, or methodologies used in delivering your project. You receive a perpetual, royalty-free license to use these components within your deliverables.

Third-party Components: Where we incorporate open-source or third-party software, usage is governed by the respective licenses of those components.

5. Payment Terms

Payment terms are specified in individual project proposals. Standard terms include:

• Invoices are payable within 14 days of issue unless otherwise agreed
• Project deposits (typically 30-50%) are required before work commences
• Milestone payments are due upon completion of each project phase
• Late payments may incur interest at 4% above the Bank of England base rate

We accept payment via bank transfer, credit/debit card, and other methods as agreed. All prices are quoted in GBP and exclude VAT unless stated otherwise.

6. Confidentiality

Both parties agree to maintain strict confidentiality of all proprietary information shared during the engagement. This includes:

• Business strategies, plans, and financial information
• Technical specifications, code, and system architectures
• Customer data and user information
• Any information marked as confidential

Confidentiality obligations survive the termination of any engagement for a period of five (5) years, unless the information becomes publicly available through no fault of the receiving party.

7. Limitation of Liability

YUPL maintains professional indemnity insurance and takes all reasonable steps to deliver high-quality work. However:

• Our total liability for any claim shall not exceed the fees paid for the relevant services
• We are not liable for indirect, consequential, or incidental damages
• We are not responsible for issues arising from client-provided materials or third-party services
• Warranties on deliverables are limited to defect correction for 30 days post-delivery

Nothing in these terms limits liability for death, personal injury, fraud, or any matter which cannot legally be limited.

8. Termination

Either party may terminate an engagement:

• By mutual written agreement
• For material breach, with 14 days written notice to cure
• For convenience, with 30 days written notice (subject to payment for work completed)

Upon termination, all outstanding fees become immediately due. We will deliver any completed work and transfer relevant materials as appropriate.

9. Governing Law

These Terms and Conditions are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.

If any provision of these terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

Questions About These Terms?

If you have any questions about these Terms and Conditions, please contact us:

• Email: legal@yupl.com
• Phone: 0330 229 4580
• Address: 24 Holborn Viaduct, London EC1A 2BN